


Voices of Gallifrey

by Serenitys_Lady



Category: Doctor Who
Genre: Anger, Angst, Confusion, F/M, multi-chapter, time lord attitude
Language: English
Status: In-Progress
Published: 2020-07-18
Updated: 2020-07-18
Packaged: 2021-03-04 19:49:16
Rating: Teen And Up Audiences
Warnings: No Archive Warnings Apply
Chapters: 10
Words: 67,307
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/25361923
Author URL: https://archiveofourown.org/users/Serenitys_Lady/pseuds/Serenitys_Lady
Summary: In my personal head-canon, nothing after ‘Midnight’ ever happened.  But what if some of it did, but for an entirely different reason?  This is the journey that the Tenth Doctor must go on to attain the happiness he so desperately wants.
Relationships: Tenth Doctor/Donna Noble
Comments: 10
Kudos: 29





	1. Part 1

**Author's Note:**

> Disclaimer: I own nothing, and know I am taking liberties, but feel confident that the Doctor would approve.
> 
> A/N1: This first saw the light of day back in April 2012, as an entry in a LiveJournal who_contest drabble challenge entitled “No Longer Alone”. Being under 400 words, I had to leave out a lot and the original is basically the beginning and the end of this story. I had been encouraged to expand it, and, well, it’s a dangerous thing, using the word “expand” around my Muse. Hopefully, this won’t be as grand an epic as she is capable of! (Edit: I should have known!)
> 
> A/N2: Continued gratitude to the fantastic dtstrainers, without her invaluable assistance, this story would have been a chaotic mess of plot holes, inconsistent characters, and down-right rubbish. My deepest thanks, my dear.

He was the last.

  


He had gotten so very used to being alone. The only one of his kind in the universe. The loneliness was compounded by the knowledge that he was responsible. He had destroyed his planet and slaughtered his entire species, all for the sake of Time and Space. Family, friends, enemies, all gone. He knew it had been necessary, inescapable. But that did not make living with the consequences any easier.

  


It didn’t make living with _himself_ any easier, either, nor did it fill the silent void in his mind where the voices of Gallifrey once sounded clear and strong, filling him with a sense of home and belonging. That was why he often travelled with companions, to distract him from the silence in his head and the ever-abiding emptiness in his hearts. Some companions were more distracting that others, and for a variety of reasons, some good, some not so much. But all the distraction in the Universe couldn’t change the most important fact of his life.

  


He was the last of the Time Lords.

  


That awareness was like a deep bruise, unfelt until something poked at it in just the right spot. Midnight was one of those spots.

  


The Doctor sat on the floor of the disabled transport, waiting for rescue. Hugging his knees to his chest, a sense of loss and despair washed over him. He had never been so frightened. It was at times like this that he should have had the reassurance of the psychic link to his people, and its absence was keenly felt. He was utterly alone. He suddenly realized that, had the Hostess not made the sacrifice she did, the race of the Time Lords would have finally been rendered extinct. That thought both humbled and depressed him.

  


He didn’t often meditate on his own mortality. He was good at ignoring the big picture, of seeing only what he needed to at the moment. For a time traveller, he was almost pathologically oblivious to the future.

  


He made the long walk back to the resort from the rescue ship, his hands shoved deeply into his pockets. The feelings of dread and loss almost overwhelmed him. He was weary to his soul, and wanted nothing more than to be left alone, to go back to his TARDIS and fly away, any where, any _when_ , other than here and now. He would travel the universe, solitary and unapproachable, and the scars would re-form over his hearts. That was his plan, and he was determined to put it into action as soon as he reached his ship.

  


That is, until he saw **_her_**.

  


He had reached the pool area, where Donna Noble, his current companion, was waiting for him. She sensed immediately that something was terribly wrong. His face was a stony mask, his body language armoured and withdrawn. Her heart broke to see him like that, but she knew she had to be strong for him. So calmly, she walked over and threw her arms around his neck, hugging him tightly to her.

  


Initially, he was unresponsive but soon he put one arm around her and then the other, drawing her into a desperate embrace. They stood that way, just holding each other, for some time. Then Donna led him over to the small table by the lounge chairs, and they sat and talked. Finally, she took his hand and, standing up, said to him, “Come on, Spaceman. I know what you need.”

  


The Doctor resisted her attempt to get him to follow her. “Donna, please,” he said wearily. “I just want to go home.”

  


She looked at him and said, “I know. And we will. Tomorrow morning. It’s too late to check out now.” She reached up and took his face in her hands. “Look at me, Time Boy,” she said softly. “Do you trust me?”

  


He answered without hesitation, “With my life.”

  


“Then trust me now. Let’s go back to the room.”

  


With a sigh, the Doctor allowed Donna to lead him into the elevator, which whisked them to their 37th floor suite. He stood silently, still grasping her hand like a lifeline, while thoughts of his brush with death swirled in his mind.

  


She could tell he was closing himself off again, and she was determined not to let that happen. Arriving at the suite, she pressed her fingertips to the print reader and the door opened. By habit, he took off his long brown coat and tossed it over an armchair, breaking contact with her for mere seconds, and grabbing her hand again. She pulled him further into the lounge and turned to face him. “Now then. First order of business. A bath.”

  


He resisted her again as she tried to remove his suit coat. “I don’t need a bath,” he said, rolling his eyes.

  


“Yes, you do. You need to relax. Don’t fight me. You won’t win,” she stated, with a tiny gleam in her eye.

  


The Doctor realized two things. Firstly, Donna was not going to relent and it was probably easier to just go along. And secondly, and more importantly, she was right. He could feel the tension knotting his muscles, and he was sure he had a bruise or two from being manhandled in the transport. He sighed again, and slowly loosened his tie.

  


Donna smiled, knowing she had won this round. She entered his room and walked into the en-suite. Turning on the taps, she remembered that Time Lords have a lower body temperature, and adjusted them to what she hoped was suitable. She turned back to the bedroom, and was surprised to find him sitting on the edge of the bed, his feet bare and his shirt un-tucked and partially unbuttoned. She marvelled at how young he seemed, until he looked up at her, and she saw the ancient eyes. The whole of his nine-hundred years rested in those sad brown eyes.

  


She walked over and sat down next to him. She was determined to keep the mood as light as possible, for his sake. Patting his hand, she said, “I don’t know about you, but I’m famished. How would you feel about some dinner when you’re through in there?”

  


The Doctor rubbed the back of his neck and sighed again. “Right,” he said slowly. “I did promise you that anti-gravity restaurant.”

  


“With bibs, yeah,” she replied. “But, here’s the thing. I’m really not in the mood to have to forage around for my dinner while hanging upside down weightless. Although,” she continued, with a tinkle in her eye, “the weightless part sounds good.”

  


“Stop it!” the Doctor responded immediately, his tone and his eyes hard. “I hate it when you talk about yourself like that!”

  


“Easy there, tiger,” she said, surprised at his vehemence but secretly pleased at his defence of her. “Just kidding. I was thinking I’d order some room service. Anything special you’d like?”

  


He knew she was trying to divert his anger, and he was grateful for it. “Oh, I don’t know,” he answered. “Surprise me.”

  


“Right then. Get your skinny little alien arse in the tub. I’ll take care of things out here.” She pushed him toward the en-suite.

  


He padded slowly across the carpet, stopped at the door, and turned back to her. “Donna,” he said softly. “Thank you.”

  


She walked over and kissed his cheek lightly. “I didn’t do anything special. It’s just what friends do. Now, in with you,” she said, swatting his bum, “or, so help me, I’ll put you in the tub myself!”

  


The Doctor chuckled as he darted away from her, and closed the door behind him.

  


Donna waited until she heard the lock click before returning to her own room. She sat down heavily on the bed, her iron resolve crumbling. She had held her emotions in check for his sake, and now she could let go. Quietly, she began to weep. She wept for the Doctor, for his pain, and fear, and loneliness. It saddened and infuriated her when he closed off his feelings, turning inward and cutting her off from his thoughts. He had lived so long, had seen so much. He kept it bottled up inside and she knew it ate away at him.

  


She wept for herself. She had almost lost him, and that prospect was devastating. She hadn’t realize how attached she had become until she was faced with that very real possibility. Given his lifestyle and his penchant for trouble, it may not be the last time. She also was aware of another, equally disturbing, reality. Somewhere, at some point, her affection for the silly prawn had changed, grown beyond the ‘just mates’ stage into something she daren’t even contemplate. She pushed those thoughts aside. The last thing he needed right now was another Martha.

  


She stood up slowly and walked into her en-suite. Taking a quick shower, she dressed in a comfortable pair of jogging bottoms, an oversized jumper, and fuzzy purple slippers, and picked up the phone to order room service. After a lengthy conversation, she sat on the settee, reading a volume of poetry she had brought with her and waited.

  


The Doctor closed the door and pressed the lock button. He stripped off his clothes and lowered himself into the tub, finding the water comfortably warm. He smiled to himself when he realized that Donna had not only made the effort, but actually _knew_ the correct temperature for his chemistry. As he sank further into the comfort of the bath, he closed his eyes and tried not to think about the events of the past few hours. 

  


He called on breathing exercises that he remembered from his days at the Academy, to slow his hearts and ease his tense muscles. He slowly slipped into a calmer, almost Zen-like, state, and he purposefully sought out images and memories that would soothe his damaged psyche.

  


The TARDIS, his beloved ship, the most tangible remnant of his former life on Gallifrey, was the first to come to his mind. He loved the old girl, and she never failed to keep him safe. ‘ _Like Donna,’_ he thought in passing. He recalled the first time he encountered Jack Harkness, and the day that everybody lived. Then there was meeting Agatha Christie. Oh, what a romp that was! Murder and giant wasps.

  


A small smile crept across his face. Donna had looked so lovely in that dress. _‘I **did** tell her that, didn’t I?’_ And then there was the detox. Well, he asked for a shock, and she had surely given him one. The smile grew wider. Not only was her chosen method a shock, but the fact that he thought about it more than he cared to admit was equally shocking to him. 

  


The feeling of Donna’s arms around his neck when he returned from the transport came unbidden. Unconsciously, he had craved her reassuring touch, her compassionate embrace. She never asked anything of him, but always gave him what he needed. Sometimes it was a hug, sometimes a slap. She was always there with support and thoughtfulness, and he realized he had come to care for her deeply.

  


His eyes popped open and he frowned a bit at that thought. When had that happened? When had his companion taken up residence in his hearts? She was his mate. They had agreed. Anything else would only complicate things. Wouldn’t it? He rubbed a hand over his face and decided that it would do no one any good to pursue this train of thought. At least, not now. He slid lower into the tub and let the warm water lull him into a state of relative peace.

  


Donna was engrossed in the poetry when a polite knock at the door startled her. Putting down her book, she opened the door and two waiters entered. One set up a small dining table, covered it in linens and set out fine china, silver flatware and crystal glasses. The other wheeled in a cart with several covered dishes and trays, and proceeded to arrange them on the table and the sideboard, along with a bottle of sparkling wine. She attempted to sign for the bill, but was assured that it had “all been taken care of, ma’am. Not to worry.”

  


Donna walked around the table, debating whether she should check on the Doctor. She had just about made up her mind to knock, when the door to his bedroom opened and he walked into the lounge. He was clad in pale-blue pinstriped pyjamas and a navy blue dressing gown, and his feet were bare. His hair was still slightly damp and, unlike its usual anti-gravity style, it lay softly on his forehead, making him look younger and more vulnerable than she had ever seen him.

  


He walked slowly over to her. She gave him a small smile, put her hand on his arm and asked quietly, “You alright then?”

  


He smiled back, nodded and replied solemnly, “Yeah. You were right. It was just what I needed. Thank you.”

  


She waved his thanks away. “Ah, go on. You’ve got to be famished. Let’s eat.” Taking his hand, she led him to the table and sat him down. Lifting the cover off one of the dishes, she exclaimed, “ _Voila_!”

  


The Doctor stared at the plate of food in front of him, and then back at his companion. He started to laugh, for the first time since leaving for the trip to the waterfall. “Where? How?” he sputtered between giggles.

  


Donna grinned back at him. “Well, I know how much you love them, so I gave it a try. It took a bit of doing, but I finally got them to understand the concept of deep frying. ‘ _Submerge sliced tubers in a pot of super-heated rendered animal fat until they are cooked brown and crispy on the outside and soft on the inside_.’ I think the cooks actually enjoyed the challenge. So there you have it. The first ever plate of chips from the Midnight Resort and Spa!”

  


He picked up a hot treat and bit into it warily. His look of concern immediately turned into one of sheer joy, and he popped the entire ‘chip’ into his mouth. “Brilliant! Bloody brilliant!” he cheered. “Donna Noble, you are a marvel and a treasure! Far too good for the likes of me.” He winked at her, and grabbed another one.

  


Donna blushed at the Doctor’s effusive praise, and was relieved that her experiment had worked. Uncovering the other dishes, she kept up a steady stream of conversation designed to keep his mind occupied, preventing him from brooding. They dined on familiar and exotic fare, and later just sat quietly in the matching armchairs, sipping sparkling wine, and watching the stars twinkle outside the protective dome of the city.

  


The next morning they checked out, but not before Donna had more than a few choice words with the manager on duty at Reception. Ordinarily, the Doctor would have enjoyed watching her verbally skewer the unsuspecting hotel workers, but he was anxious to get back to the TARDIS. Despite the assurances he gave her the night before, after Donna went to bed, he lapsed back into a mild melancholy without her calming presence. At the moment, all he really wanted to do was go back to familiar, comfortable … **_safe_** … surroundings. Putting his hand on her upper arm, he pulled her away from the desk in mid-harangue.

  


“Come on, love,” he said gently. “Let’s just go.” Donna was too caught up in her righteous indignation to notice the endearment, and the Doctor didn’t seem to be aware that it had slipped out.

  


“But they have to know …” she trailed off.

  


He smiled wanly. “They do. I’ve made sure of that. They’ll be shutting the place down shortly, and will be compensating the Hostess’ family.” He looked out toward the transport dock. “Not that it will be enough,” he whispered.

  


With one last glare at the manager, Donna picked up her bag and started to walk away. The Doctor reached for her hand and held it tightly as they walked, not relinquishing it until they had reached the TARDIS.


	2. Part 2

_Previously….._

_With one last glare at the manager, Donna picked up her bag and started to walk away. The Doctor reached for her hand and held it tightly as they walked, not relinquishing it until they had reached the TARDIS._

The Doctor took out his key – he still didn’t quite trust the ‘snap the fingers’ thing – and unlocked the TARDIS door. Gesturing gallantly for Donna to precede him, he turned his head and gave the distant domed city one last look. A shudder ran through him, and he was relieved that Donna had already gone in and did not see this sign of weakness. He put an almost-genuine smile on his face and followed her.

Dropping his small bag on the floor, he absent-mindedly tossed his brown coat over its usual coral strut. **˗** When Donna first came on board, she teased him about never using the coat rack by the front doors, but soon gave it up as a lost cause when she realized he wasn’t even aware he was doing it. **˗** Walking over to the console, he began to flip the switches and push the buttons that would send them back into the space.

Donna stopped at the entrance of the corridor that led to the living quarters, with both bags in her hands. Turning to the Doctor, she stated, “I’m just going to drop these off in our rooms and then we can be off. Where do you have in mind?”

The Doctor turned. “Donna,” he began slowly. “I was thinking that, maybe, we could just hang about in the Vortex for a little while. I’m a bit weary and could use some time to ...” he pause to think of the right word. “Decompress,” he finally decided on.

Donna dropped the bags and walked right up to him, scanning him carefully. He had seemed fine the night before, but she knew he could be broody sometimes. Putting her hand on his arm, she smiled and replied, “That sounds good to me. I could use a break from all the running.” She patted his cheek and said, “I’ll just put my things away and make us some tea. You go to the media room and pick a film. I’ll meet you there.”

He was reminded again of everything she did for him last night, and how she was always the one taking care of him. He took her hand and offered, “I have a better idea. You pick the film and I’ll make tea.”

Donna’s eyes narrowed. “Who are you, and what have you done with my Spaceman?” she asked with mock seriousness.

His eyes clouded and he flinched involuntarily at her inadvertent reference to possession. She saw it and immediately regretted her flippant words. But thankfully, his expression cleared almost at once. “What?!” he challenged. “ I can make tea.”

She was relieved to see his usual lopsided grin emerge easily. “Well, of course, you _can_ ,” she countered. “You just never **_do_**!” She grinned at him wickedly.

“The cheek! We’ll just see about _that_ , Madam,” he replied haughtily. “I’ll bring your tea to the media room. Now, go on with you!” he said, as he strode purposefully toward the kitchen.

Donna smiled and walked down the corridor to her room, feeling better about the Doctor’s mood. She stopped briefly to leave his bag just inside the door to his bedroom, and continued on to hers. After setting her suitcase on the floor next to the bed, she walked back out and down the corridor to the media room.

She stood in front of the cabinet that housed the Doctor’s vast collection of DVDs, many of which were films from Earth’s future that had not yet been made in her time. These he kept on a separate set of shelves behind a locked door. _‘Spoilers’_ he had told her with a grin, which rightfully earned him a playful smack.

She was holding a three film boxes, debating the merits of each, when she heard footsteps behind her. “I can’t decide,” she declared as she turn toward the door. “Do you have a pref ...” She stopped in mid-sentence and gaped.

The Doctor entered the room carrying a large, highly polished silver tray laden with a beautiful china tea service. There was a three-tiered cake stand containing tea sandwiches, scones with red currents, and miniature fruit tarts. He had even included small pots of clotted cream, raspberry jam and lemon curd. Donna could only stare.

“Gone a bit overboard, don’t you think?”she asked, as he put the tray on the low table that the TARDIS provided between the settee and the large-screen television.

He had the decency to blush a little. “Nothing is too good for my best friend,” he answered, and began setting the table.

She was about to challenge him as to how much of this extravagant display he had actually prepared himself, when she felt the TARDIS touch her mind and whisper, _‘Let him do this. It’s important that he feels needed right now.’_

Donna acknowledged the ship’s statement with a mental nod. “So, Time Boy. What’s it to be? Comedy, adventure or historical romance?” She handed him the DVDs for _‘Shaun of the Dead’_ , _‘Indiana Jones and the Last Crusade’_ and _‘Casanova’_.

He took them from her. “That Simon Pegg is mad, but I’m definitely not in the mood for zombies, even funny ones,” he stated, tossing the case behind him. Looking at the second one, he sniffed, “Entertaining, but they got most of the history wrong. I was there when they hid the actual Grail,” he explained nonchalantly. This one landed next to the first. Examining the third, he thought for a moment. “Good story, charming bloke, but nothing like the real thing.” He looked over at Donna and smiled. “I’ll take you to meet him one of these days. You’d like him.”

“You know Casanova,” she countered, dismissively.

“Giacomo is a really good man. Nothing at all like history tried to portray him.” He thought back to some of their escapades, remembering Giac’s love of strong, intelligent women. “On second thought, perhaps not.” He put the case back carefully in the cabinet.

Donna stared at him, confused and a little annoyed. “Fine,” she muttered. “If you don’t like my choices, pick one yourself. The tea’s going cold.”

“This one!” the Doctor declared, brandishing a plastic film case and handing it to her.

Donna looked at the cover, which showed a man and a woman in silhouette wearing period dress, holding hands while gazing lovingly at each other, against a fairy tale backdrop of forest, castle and pirate ship. She looked back up at him and scoffed, “Again?”

“I love that film,” he murmured.

She saw his crestfallen expression and immediately regretted her words. Taking his hand, she led him over to the settee and began to pour the tea. “Is everything alright, Spaceman?” she asked, handing him his cup.

He considered lying to her and protesting that he was fine, as usual. But he knew she wouldn’t believe him; he had never been able to bluff that way with her. Besides, she deserved the truth.

“Actually,” he replied slowly, adding four sugars to his tea. “I _am_ a little unsettled yet,” he admitted. “I,” he faltered. “I thought something familiar, something _normal_ , like putting my feet up and watching my favourite film with my best mate, sipping tea and eating scones, might just ease this,” he paused again, searching for the proper term, “disquiet I feel.”

Donna was stunned that the proud Time Lord, usually so reserved, almost distant, would show what he surely considered a character flaw to her. She put down her teacup, picked up the DVD and walked to the player on the far wall. She opened the tray, put the disc in the holder and pressed ‘PLAY’. As the opening strains of _‘Storybook Love’_ began, she returned and sat down next to him. “As you wish,” she whispered.

They sat quietly, munching on the delightful nibbles the Doctor had prepared and drinking tea in companionable silence. Instinctively, they both knew that words were not only unnecessary, they were intrusive. Gradually, as the film went on, Donna’s head drifted onto the Doctor’s shoulder, and his arm went around her, holding her snugly to him. By the time The Grandfather stated the final _‘As you wish’_ and the closing credits began, she was fast asleep against him, and he realized he had been dozing with his nose in her hair. He smiled and gently disentangled himself. Donna was startled awake by the movement and she looked around groggily.

“Hey there, Sleepy Head,” he whispered.

“Did I fall asleep?” she asked redundantly.

“I think we both did,” he admitted, as he used the remote to shut down the electronics. “It’s been a rather eventful day. I think a good night’s sleep is in order.” He held out his hand to help her up. “Let’s get you to bed.”

“You need sleep too, Spaceman,” she admonished drowsily, as they exited and made their way down the corridor.

He gave her a lopsided grin and answered, “You may be right there, Earthgirl.” They hugged and bid each other ‘goodnight’, and went into their respective bedrooms.

The Doctor had a terrible nightmare that night, and Donna heard him crying out even through her closed door. Racing across the hall, she entered his room and saw him thrashing about, the bedclothes twisting around him and constraining his movements. Grabbing his shoulders, she attempted to wake him by gently shaking him, but he pushed her away, shouting, “Let me go! Let me go! You can’t have my voice!!”

She threw her arms around him and held on tightly, crooning softly to him, “I’ve got you. You’re safe. It’s okay. It’s just me. Donna. You’re safe.” She rocked him and rubbed his back, as one would a distraught child.

Feeling her warmth and hearing her calm voice, he gradually came to wakefulness. He clung to her as he struggled to shake off the effects of the nightmare. Slowly, he sat up and she quickly let him go, sitting on the edge of the bed.

“Sounded like a bad one,” she said calmly.

He scanned her face, looking for any sign disapproval or disgust, and found none, only concern and compassion, and a touch of something else he couldn’t readily identify. He sighed deeply. “Yeah, it was,” he said. “I’m sorry I woke you. It won’t happen again.”

She reached over and wiped the tears from his cheeks with her thumbs, tears he wasn’t aware had been shed. “None of that, now,” she admonished gently. “I’m here, any time you need me.” Her eyes narrowed, as if she were thinking hard about something. Coming to a decision, she stood, she began straightening the bedclothes.

The Doctor didn’t move, not quite sure what was happening. He watched as she calmly took off her dressing gown and draped it over the arm chair near the bed. He sat up straighter and squeaked, “What?” when she turned down the duvet and slipped into bed next to him. “Donna!” he sputtered. “What are you doing?!”

“I’m going to sleep,” she replied straightforwardly. “And I suggest you do the same.”

“But … what … why …?” he stammered.

“Listen, Time Boy. We both need sleep. Maybe your subconscious will feel more secure if there’s someone else with you.”

“I can’t ask you to do that,” he protested.

“I am sleeping here tonight,” she stated firmly, her tone brooking no argument. She glared at him until he acquiesced and nodded. Cupping his cheek with her hand, she said with a slight smile, “I know what it’s like to wake up alone after a bad dream. What kind of person would I be if I let that happen to my best friend?”

He took her hand and kissed it. “You’re too good for me, you know.”

“Oh, I know,” she replied with a smirk. “Good night, Doctor.”

“Thank you, Donna. Good night.” He burrowed back down into the bedclothes and went out like a light. 

Donna lay awake for quite some time, waiting to see if the nightmare returned. When he began to snore softly, she relaxed and pulled the duvet up over them both. Seeing him look so innocent and peaceful in sleep, her heart fluttered, and she couldn’t help herself. Leaning over and softly kissing the cheek that faced her, she whispered, “Sweet dreams, my dear, mad Martian.”

The next morning, he woke up refreshed but alone. He wasn’t exactly sure if he had dreamt Donna coming to him or not, and she made no mention of it at breakfast. And it never happened again. So he filed it away to be examined at a later time.

The next several ‘days’ were spent much like the previous ‘day’. They watched films. They sat together in companionable silence in the library, reading. They played board and card games. She challenged him to a game of chess, and they played several times. Until the Doctor got tired of being summarily beaten by his best mate, that is. He then brought out an old, ornate board carved in Gallifreyan symbols with brass fittings and what looked like onyx and alabaster pieces, and introduced her to the intricacies of three-dimensional chess. He had thought it would frustrate her into giving up but, as usual, he underestimated the tenacity and aptitude of his companion. Teaching her turned out to be a pleasure he could ever have imagined.

Another activity that they both came to enjoy happened quite by accident. The second evening of their ‘rest period’, Donna was in the kitchen stirring a pan of curry sauce. The Doctor, who had been tinkering with the console, came sauntering in, sniffing the air and making appreciative noises. He walked over to the range and boldly stuck his finger in the mixture, which earned him a smack on the back of the hand with Donna’s spoon. He grinned and raised the offending digit to his mouth, closing his eyes and savouring the taste.

“Mmmmm,” he hummed. “That’s quite lovely. You know, I toast the cumin seeds before I grind them. I find it gives it a slightly smoky flavour.”

“You _cook_?” Donna asked, with a touch of scepticism.

“I’ve been known to,” he replied, matter-of-factly. “Not all my companions have had the amazing skills that you have. Some of them were downright abysmal.” He shuddered to remember the first time he let a certain blonde girl loose in the kitchen on her own. “A Time Lord cannot subsist on chips and Chinese take-away alone.”

Donna was surprised, as she often was, at his off-handed praise, but the revelation that he was competent in the kitchen surprised her even more, and angered her a bit. Turning down the heat on the sauce, she challenged him, “Oh, you’ve been ‘ _known to,’_ have you? Then why am I the only one slaving away here every morning and night?”

“Well,” he tried to explain, “in the first place, you _are_ far better at it that I ever was. I really can’t remember the last time I ate so well.” He grinned and patted his belly. “I thought you liked doing it, and that you were one of those cooks that can’t abide anyone else mucking about in their kitchen!”

He sounded so sincere that she couldn’t bring herself to berate him too much. But she certainly wasn’t going to let things stand as they were. “And _I_ just assumed you were a typical bloke and couldn’t do much beyond tea and toast! In that case …” She held out the wooden spoon she had been using and gestured toward the pot. 

He started for a moment, a frown starting to form, but it was quickly replaced by a huge grin. He shed his suit coat and rolled up his sleeves. Grabbing the spoon, he adjusted the flame on the hob and began to stir the sauce slowly and evenly. She laughed as he gave her a wink, and she moved over the other counter to begin preparing the chicken.

And they continued in this way. Donna would prepare breakfast and lunch, because she quickly learned that he was sometimes a little too energetic at whisking and the first two batches of scrambled eggs were rather on the tough side. Besides, she really did like to surprise him first thing in the morning with things like chocolate chip pancakes, or sliced bananas in cream. They worked together to prepare dinner, and she had to admit he was a passable cook on his own. It was also a little unsettling to see him relaxed and happy in such a domestic setting.

All the while, Donna kept a watchful eye on the Doctor, gauging his moods and looking for signs that the darkness that had almost consumed him had returned. As time went on, however, his smiles became more genuine and his laughter more spontaneous. But there were still odd moments where she would catch him unawares, staring off into nothing, a slight frown creasing his forehead. At other times, especially when they were sitting quietly in the lounge or the library, or even at meals in the kitchen, she would see him, out of the corner of her eye, watching her with a pained yet wistful expression. Of course, as soon as she turned her head, he was looking elsewhere.

Finally, after almost a week, she decided something had to be said. She was washing up from breakfast while the Doctor sat and sipped his tea. “So,” she began casually, with her back to him. “What are we doing today?”

“Wellll,” he drawled, “I know I’ve got a 3000 piece puzzle around here of the Orion Nebula. We could set it up in the game room. Or, there’s the _‘Little Britain’_ marathon we talked about …”

“Doctor,” Donna interrupted, turning around to face him. “Don’t you think it’s time we …well … actually **_go_** somewhere?”

He stared at her, confused. “What do you mean?” he asked.

“Oh, you know,” she retorted. “Save a planet. Topple a dictator. Have an adventure! Like we used to,” she added in a whisper.

He frowned. “But I thought we were having a good time. Are you tired of me already?”

“God, no! When did I say _that_ , you silly sod?!” she responded quickly. “I’m just going a bit bonkers here, being stuck inside. And ... ,” she hesitated, unsure if she could continue.

“And what?” he asked. “Donna, you know you can tell me anything. Please, go on.”

She came and sat down at the table and took one of his hands in hers. “Oh, Spaceman. It’s just … all this. The games, the films, even the cooking. As much fun as it’s been, all this domesticity, it’s just not _you_.” She squeezed his hand. “I hate to see you moping about the TARDIS like this.”

He snatched his hand back roughly. “I do **_not_** ‘mope’!”

“Then what would you call it, eh?” she threw back at him. “Tell me honestly. When was the last time you stayed in one place like this?” She stopped him with one upheld finger when he started to respond. “When it **_didn’t_** involve shackles or temporal displacement?!?”

He stared at her and the frown increased as he thought about the implications of her words. _Had_ he been hiding in the TARDIS? No, that wasn’t it at all. He really had been enjoying just spending time with her. It was comfortable and he felt contented. ‘Domesticity’, she called it. _“Have I gone **domestic**??_” he asked himself. The thought did not disgust him as it had in the past, he realized.

He remembered his thoughts while soaking in the bath on Midnight. _‘Bloody hell,’_ he thought. _‘No wonder she’s gone off wanting to be with me. I’ve been cozying down like we’re bonded, and all she wants is a friend. She’s said it often enough. Even when she came to my bed - **if** she came to my bed - she made sure I knew we were just best mates._’ He ran his hand through his hair. _‘I've got to fix this. Even if she doesn’t feel the same way, I can’t lose her. I just **can’t**!!’_

“Donna,” he said, after a few more moments of silence. “You’re right. I _have_ been moping. And that is just not done. It is unbecoming for a Time Lord of my stature.” He stood up and brought his empty cup and saucer to the sink and began to wash them. “So, where would you like to go?” he asked over his shoulder.

Donna was caught off-guard. She never dreamt it would be this easy, and had expected him to put up more of a fight. “Oh!” she exclaimed. “I don’t know. You decide. Another planet. Somewhere exotic.”

“Exotic?” he repeated. He stood and thought a moment and then, grinning like a Cheshire Cat, he bounded out of the kitchen and into the control room. He danced around the console, laughing as he pulled levers and punched buttons and flipped switches.

Donna was delighted to see him so animated. It was almost as if Midnight had never happened. She joined him in the control room. “So,” she asked. “Where are you taking me?”

He grinned at her and replied, mysteriously, “It’s a surprise. No peeking!” he scolded, pulling the monitor out of her view when she approached the console.

The Time Rotor engaged and began its customary wheezing, rising and falling in a steady rhythm. After a few minutes, the TARDIS landed with a soft ‘thump’ and the Doctor grabbed Donna’s hand and dragged her over to the doors. Making a rather large production of it, he threw them open and then turned to her. His eyes shining and a proud smile on his face, he gestured for her to look outside.

“Donna Noble,” he announced. “Welcome to Shan Shen.”


	3. Part 3

_Previously….._

_The Time Rotor engaged and began its customary wheezing, rising and falling in a steady rhythm. After a few minutes, the TARDIS landed with a soft ‘thump’ and the Doctor grabbed Donna’s hand and dragged her over to the doors. Making a rather large production of it, he threw them open and then turned to her. His eyes shining and a proud smile on his face, he gestured for her to look outside._

_“Donna Noble,” he announced. “Welcome to Shan Shen.”_

Donna stood at the open doors of the TARDIS, her eyes wide as she took in the scene before her. They had landed near a white-washed stone wall in a clearing of some sort. Before her was a city with tall structures unlike anything she had seen before. The paths to her right and left were lined with what looked like cherry trees. She turned to the Doctor and asked, “What is this place?”

He smiled at the look of awe on her face, pleased that he had surprised her. “This is Shan Shen. It started out as an Earth colony, mostly Chinese, escaping the overcrowding and pollution at home. They were actually headed somewhere else and landed here by mistake. Being the resourceful Humans that they were, they turned their miscalculation into a thriving agricultural planet.”

“They’re Humans?” she asked, stunned. “All the way out here?”

He chuckled. “Oh, you’d be surprised in what nooks and crannies of Space you’ll find you pesky Humans. Like cockroaches, you are!”

“Oi!” she protested, and smacked him soundly in the shoulder.

He laughed even louder and gestured for her to exit. “Wait until you see the marketplace. They have the most amazing food here! And the fresh produce is out of this world.”

She stopped at the doorway and looked over at him. “Doctor,” she said tentatively. “One thing.”

He looked at her quizzically. “What is it, Donna?”

“About what I said. About all the domestics.”

He frowned, suddenly worried about where this was headed.

“Will you still cook with me sometimes? I really did enjoy that.”

His face broke out into a wide, infectious grin. “You just try stopping me. Now no more dawdling.” He grabbed her hand and pulled her through the doors. _“Allons-y!!!”_

They walked quickly through an opening in the wall and toward the city Donna had glimpsed. She could see large pagoda-like structures towering in the distance. Suddenly, a small space craft, like a shuttle, whizzed over their heads, startling her. The Doctor laughed and squeezed her hand reassuringly. As they got closer, more flying machines zoomed by, heading toward what she assumed was a space port or docks. The Doctor detailed the history of the planet and the people as they walked. He explained that, although the culture was primarily based on Chinese culture and traditions of Earth, over time other species added their bits of influence here and there.

As the marketplace came into sight, Donna eyes darted around, trying to take in the entire scene. Looking at the colourful banners fluttering in the breeze and the stalls packed with produce, assortments of trinkets, odd-looking fish and colourful cloth, she laughed and remarked, “It looks like Market Day in Whitechapel!”

“In a way, it’s very much like that. Let’s see what they have to offer, shall we?”

They meandered through the marketplace, which seemed to go on for miles, stopping here and there to smell the spices and sample some of the foods being cooked to order. They chatted up vendors, some of whom seemed to know the Doctor well and tried to offer him special rates on goods. At one stall in particular, a young woman was selling clothing made from a very unique fabric. Donna couldn’t decide if it was the thread itself or the weaving technique that gave it an almost iridescent glow.

While the Doctor talked with the woman, whom he had introduced as Xiu-Li, Donna looked through a stack of shawls in a multitude of colours and designs. She found one in a startling pattern, swirls of pink, mauve, lavender and periwinkle. She opened it up and ran it through her fingers, marvelling at the softness of the fabric and the way it seemed to flow over her hands.

She was startled when a voice behind her stated, “This is more your colour.” She turned to see the Doctor smiling softly and offering her a fringed wrap in a wash of deep purple, royal blue and dusky rose.

She smiled back. “Oh, it’s not for me. Mum would absolutely die for this.” She sighed and started to put it down. “Too bad I didn’t know we were going shopping. I didn’t bring any money.”

“Not a problem,” he countered, grabbing up the shawl. “I’ve got some.”

She stared at him. “Since when do you have money?!?” she challenged.

“Since a certain fiery ginger needed taxi fare. Come to find out, wedding dresses don’t come with pockets! After that, I decided that it was prudent to have a bit of cash on hand.” He winked and took the shawl from her. “We’ll take this, Xiu-Li.”

Donna was inordinately pleased to learn he had changed his behaviour because of her, and she blushed in spite of herself. “You don’t have to do this.”

He straightened himself up to his full height. “I’m a Time Lord. I don’t _have_ to do anything. I want to. Please?”

Her heart gave a little flip. “Alright,” she replied. “But I’m telling Mum that you bought it.”

He blanched, his eyes wide. “Why on Earth would you do _that_? She hates me.”

“She doesn’t _hate_ you. She’s just not comfortable with you yet. You do take a bit of getting used to, you know. This could go a long way to changing her mind.”

He rubbed the back of his neck anxiously. “I don’t know. I don’t have a very good record with mothers.”

“Listen, Spaceman,” she retorted. “If we’re going to be together, I think you’d better get used to dealing with Mum.” He stared at her, gobsmacked, and she suddenly realized what she had said. “ ** _Travel_** together!” she corrected quickly. “If we’re going to **_travel_** together!!” She blushed and walked away, pretending to be interested in a rack of skirts.

“Ah, yes, travelling.” He took the opportunity of Donna’s back being turned to hand Xiu-Li the purple shawl and indicate to wrap it up surreptitiously. He was handing her some coins when Donna came back over to him.

“I’m sorry,” she said softly. “Slip of the tongue there.” She watched him take the parcel, put it in his ‘bigger-on-the-inside’ pocket and thank the vendor.

Offering his arm, he nodded his head. “Think nothing of it, m’lady. Now, culinary delights await.”

They navigated the narrow alleys that were packed with stalls offering all manner of fruits and vegetables. They stopped and examined an unusual ground spice, pinching it between their fingers and sniffing it. It had a smell similar to cinnamon but a little more spicy, like cayenne. He spied something that grabbed his interest. “Oh!” he exclaimed. “Come on, you’ve got to try this.”

“Try what?” she asked, pulling her hand away and standing her ground.

“Just the most amazing beverage you will ever taste in your life!” he enthused. Reclaiming her hand, he dragged her along, dodging shoppers and merchandise.

They arrived at a small stall, at which the Doctor ordered something Donna didn’t quite catch. She wasn’t exactly sure about the cleanliness of the marketplace but didn’t say anything out loud, for fear of offending someone. 

“Here!” he exclaimed, returning with two large brown mugs filled with a foamy liquid.

She stared at it suspiciously. “What is it?”

“It’s called _‘rekokafei’_. It’s like a spicy hot chocolate,” he explained.

“I'd rather have a water,” she whinged.

“You are going to love it. One, two, three!”

She mentally rolled her eyes. He was such a child sometimes, but she didn’t want to dampen his enthusiasm. She raised the mug to her lips and took a cautious sip. Her eyes brightened. “Lovely!” she cried and giggled, seeing him standing there with a foamy moustache above his silly grin.

“Told ya!” he smirked back.

The stood and talked as they drank their beverages. When they had finished, they continued on their way, perusing the wares on display as they walked. When the Doctor began to natter with a vendor, holding a spiny object – she couldn’t tell if it was animal, vegetable or mineral – she drifted off on her own. She was accosted by a fruit seller, asking if she wanted a _shukina_ or _‘the most beautiful peshmoni in all of Shan Shen’_. She turned her down politely and walked on.

Suddenly a young woman in a black and gold robe called out to her. “Tell your fortune, lady. The future predicted. Your life foretold,” she chanted.

Donna shook her head. “Oh, no thanks.”

The woman insisted. “Don’t you want to know if you’re going to be happy?”

Donna smiled. “I’m happy right now, thanks.” And she realized that she was, happier than she could ever remember, all because of a skinny alien who haggles over spiny kumquats. 

The woman would not give up. “You got red hair. The reading’s free for red hair.”

Donna laughed at the absurdity of it. “All right then.”

She followed the woman into the tent. She was immediately struck by the oppressiveness caused by many sticks of burning incense. She was also feeling a little silly. She really didn’t believe in all that horoscope and ‘predict-the-future’ nonsense. But it was fun on occasion. The girls at the temp agency used to check each other’s signs every morning, just for the laugh.

She sat on a small stool opposite the fortune teller. The woman ran her finger over her right palm. “Oh, you’re fascinating!” she crooned. She sensed Donna pull away slightly. “No, but you’re good.” She smiled. “I see a man. The most remarkable man. How did you meet him?” she asked.

Donna felt a touch of unease. “You’re supposed to tell me.”

The fortune teller’s eyes went cold. “I see the future,” she stated flatly. Her expression softened. “Tell me the past. When did your lives cross?”

Donna recalled instantly the first time she saw the Doctor. “It’s sort of complicated. I ended up in a spaceship on my wedding day. Long story.” She though she heard a noise, like a cricket, and it made her feel strange.

The fortune teller tensed at the sound and demanded, “But what led to you that meeting?”

“All sorts of things. But my job, I suppose,” Donna began.

Before she could answer further, the Doctor’s voice calling her name shattered the mood. Suddenly, the cloth of the tent was pushed aside and his messy-haired head appeared. “Donna?” he called out again. Seeing her sitting at the table, he grinned and said, “Oh! Hallo! There you are! What are you doing in here? I was looking all over for you. You really shouldn’t wander …” His voice trailed off.

He stared at her and quickly reached for his sonic screwdriver. “Donna,” he said evenly. “Don’t move. Don’t even breathe deeply.” He walked over slowly to where she sat.

She was immediately concerned. “Doctor? What is it?”

He inched his way until he was standing behind her, slightly to her right. “Just stay calm. I’ve got it. You’re going to be okay.” He pointed the sonic at her and turned it on.

Donna bristled. “Oi! What have I told you about bleeping me?!” she cried.

“Just be still!!” he shouted.

Just as she was about to reply with a biting comment, she felt a tugging on her back and heard a screeching sound, followed by a heavy thump on the floor. She jumped up and whirled around, to find the Doctor kneeling on the dusty floor holding a massive insect in his hand. “What the hell is that thing?!?” she shrieked.

He stood up, holding the mottled-brown carapaced creature. “A Time Beetle,” he stated distractedly.

“Is it dead?” she asked, backing away.

He changed a setting on the sonic and jammed it into the back of the insectoid. With a final unearthly scream, it wriggled and began to smoke. The Doctor dropped in on the floor and it was consumed in a burst of blue flame. 

“It is now,” he stated flatly.

“Where did it come from? Was that on **_me_**???” She began to shake as the reality of the situation hit her.

He dropped his sonic into his pocket and went over to her, putting his arms around her, much like she did for him when he returned from Midnight. He could feel the tension in her body as she tried to stifle her tears. “Shhhh,” he murmured. “It’s okay. Nothing happened. It’s over now.”

He held her tightly until she regained her composure. Sensing that she was starting to become a little uncomfortable, he took one step away from her. “Better?”

She gave him a half-smile. “Yeah, I suppose. What was that? And what’s it doing here?” She looked around to ask the fortune teller if she knew anything about it, but the woman had disappeared.

He ran his fingers through his hair, mussing it even more than usual. “That’s the puzzle, isn’t it?” He opened the fabric flap to the tent and motioned her outside. “Let’s take a walk. Subjects like this are best discussed in the sunlight.” He held out his hand, and she took it gratefully.

They had only gone a few steps when Donna stopped suddenly. Grabbing the Doctor’s arm, she exclaimed, “ _That’s_ what he meant!”

He looked at her quizzically. “Who?”

“Lucius!” she cried. “Back in Pompeii. He said I had something on my back. Could he have foreseen this?!”

He looked down at her thoughtfully. “Possibly. He was receiving ‘visions’ from the Pyrovile. They may have had an inkling of what the Trickster was up to.” He reclaimed her hand and said, “Come on. Let’s go somewhere quiet. I need to think.”

They walked out of the marketplace in silence. Donna assumed they were returning to the TARDIS, so she was surprised to see them pass her. They continued through a gable arbour, overgrown with beautiful flowering vines, and strolled on into a Chinese garden. There were rock formations, lotus pools and koi ponds. Peach, cherry and apricot trees, all in full bloom, dotted the landscape, and beds of flowers permeated the air with their fragrance. Bamboo plants stood straight and tall, like sentinels watching over the visitors.

They crossed a decorative bridge over a small moving stream and entered a pagoda that was nestled in a corner of the garden. Another pond with an elaborately designed rock wall filled the structure with the soothing sounds of falling water. The Doctor sat Donna down on the stone bench at the centre of the building.

“So. Are you going to tell me what that thing is now?” she insisted.

He rubbed the back of his neck, a gesture that she knew well. It either meant he wasn’t comfortable or he was about to tell her partial-truths. He saw her expression and dropped his hand. Taking a deep breath, he sat down next to her and began.

“As I said, it’s called a Time Beetle. It’s one of the Trickster’s Brigade. Changes a life in tiny little ways. Most times, the universe compensates around it. But sometimes, with special people in extraordinary circumstances, it can create a great big parallel world.”

“Hold on,” Donna said quickly. “You said the parallel worlds are sealed off.”

“They are.”

“But with these Time Beetles, couldn’t you open _that_ parallel world?” She looked at him with sincere concern. “Could you bring Rose back?”

Hearing Donna say those words was absolutely the last thing he could have imagined. His face clouded with pain as memories came flooding back. He closed his eyes and breathed deeply for a few seconds before answering.

“It doesn’t really work that way. The Time Lords dedicated their lives to maintaining the integrity of Time and Space. Trying to open a parallel world would rip apart the very fabric of Time, and probably wouldn’t be successful anyway. That aside, Rose is where she’s supposed to be, where she belongs,” he said with a wan smile. “She was a dear friend. I cared about her and I miss her, but that part of my life is over.” He looked over at Donna, thinking about his feelings for her. “I’ve moved on. And I pray she has too.”

Donna sat in stunned silence. This revelation shook all of her preconceived ideas about the Doctor. She had been so sure he was still grieving for his former companion, despite his outwardly exuberant attitude. _‘Well,’_ she thought. _‘That doesn’t really change anything. He still just wants a mate.’_ She gave herself a mental shake. “Be that as it may,” she said, matter-of-factly, “what does this Trickster’s Brigade want with _me_?”

“Now _that_ is a very interesting question,” he pondered. “I have no idea, other than the obvious.”

“What’s so obvious?”

“That you are special.”

She smacked his arm playfully. “Eh, go on with you. I’m not special. I’m just a temp.”

He grabbed her hand. “Yes, you are. Brilliant and special. Why don’t you ever believe me when I tell you that?” He kissed the back of her hand lightly and let it go. He sat for a moment, his brow furrowed in thought. “I wonder …” he trailed off.

“What?” she asked.

“I wonder if the Trickster isn’t interested in you – however special you are – ” he added with a wink, “as much as your connection to _me_.”

“You mean like travelling with you on the TARDIS? Why would that be so important?”

“Not the travelling, the _connection_! Think about it. I met you once, then I met your grandfather, then I met you again. In the whole wide universe, I met **_you_** for a second time. It’s like something’s binding us together!”

“Don’t be daft!” she cried, uncomfortable with the conversation and its implications. “It’s just a coincidence!”

“I don’t trust coincidences. Think,” he said to himself. “What could the Trickster gain by changing Donna’s life?” His eyes grew wide as something struck him. Looking at her, he said excitedly, “Maybe he wanted to alter your life to make sure that we never, ever met!”

“And what difference would that make?” she asked, confused and troubled by his words.

“Maybe we’re supposed to do something together that is important to the timelines.” He stood up and began to pace. After a few moments, he stopped. “Blimey, I’m thick! Thick, thick, thick!! He turned to her. “Maybe,” he drawled, “there’s something I’m **_not supposed_** to do, something important, that will affect the entire universe, maybe even the multiverses!!”

“But what has that got to do with _me_??”

“You said it yourself, that first time I asked you to come with me. Sometimes I need someone to stop me. Well, I think I need, not just someone, but **_you_** _. **You’re** _the one who stops me from doing this monumentally bad thing. That’s why the Trickster was trying to change your life. You need to be with me, to prevent it.”

“Well, no pressure on me now, is there?” she responded, trying to lighten her mood and deflect some of the intensity of her feelings.

He laughed and sat down next to her. Taking her hand again, he rubbed his thumb over her wrist. “Not at all. You don’t need to do or be anything other than the brilliant, clever, supportive woman you already are. I’ll keep an eye on the timelines, just to see if there are any more ‘ripples’ like this. I can’t see my own timeline, and yours is murky because it’s intertwined with mine, but I should be able to get some sense of future attempts, now that I’m aware of them.”

He stood up, pulling her with him. “Enough of this ‘doom and gloom’!” he said with a cocky grin. “Let’s go back to the market. I saw some spices I want to pick up. I have this overwhelming urge to make Kung Pao Chicken for dinner tonight. Care to join me?” He grinned, all thoughts of former companions and troubling aliens put aside. For the moment, at least.

Donna laughed. “You just try and stop me, Spaceman,” she replied with a wink. Tucking her arm in his, she announced, “ _Allons-y_!!” They both laughed and sauntered, care free, out of the garden.


	4. Part 4

**Summary for the Chapter:**

> (A/N3: Yes, I know the TARDIS was parked in the midst of the market in the episode, but this is non-canon, so I parked her where I needed her!)

_Previously….._

_He stood up, pulling her with him. “Enough of this ‘doom and gloom’!” he said with a cocky grin. “Let’s go back to the market. I saw some spices I want to pick up. I have this overwhelming urge to make Kung Pao Chicken for dinner tonight. Care to join me?” He grinned, all thoughts of former companions and troubling aliens put aside. For the moment, at least._

_Donna laughed. “You just try and stop me, Spaceman,” she replied with a wink. Tucking her arm in his, she announced, “Allons-y!!” They both laughed and sauntered, care free, out of the garden._

The Doctor and Donna spent a delightful afternoon perusing the stalls and alleys of Shan Shen. They munched on kebobs of what tasted like pork roasted over open flames with vegetables and tubers of some kind. After a short while, Donna decided that she didn’t really want to know what exactly she was eating. If the Doctor thought it was safe – she had noticed him surreptitiously sonic-ing things before giving them to her – then she wouldn’t worry about what it contained. As a result, she was able to enjoy herself and got caught up in his enthusiasm.

After stuffing themselves sufficiently, they wandered out of the market area and into a more residential location. Hearing a gong sounding ahead of them, they walked in the direction of the tone, and came upon an open amphitheatre. People were queuing up to find seats, and the Doctor and Donna joined them.

“This is like a cross between Kabuki and Greek Tragedy, with a little bit of Gadozite gymnastics thrown in for good measure,” the Doctor loudly whispered after a few minutes.

“Will you just hush!?” Donna hissed. “I’m trying to listen to the play.”

The Doctor looked at her, a confused expression on his face. “Donna, it’s in Shenese. That’s an evolved and adapted form of ancient Earth Mandarin.”

“Well,” she retorted sharply. “I’m hearing English. Or at least I _would be_ if someone would close his gob for two seconds.”

The Doctor sat back in his seat, pondering this. The TARDIS must be making an extra effort to allow Donna to understand everything, even this far away from her. His ship had obviously taken a shine to her. _‘Probably picking up on my feelings too,’_ he thought with an inward smile.

The performance was wonderful, joyous and tragic, full of unrequited love and eventual reunion. Donna wept openly when the lovers, separated by circumstance and misunderstanding, found each other again. She looked over the Doctor and was surprised to see a sheen of moisture in his eyes also. She reached out and squeezed his hand, smiling wetly. He tightened the grasp, and they walked out of the amphitheatre, hand in hand.

They returned to the TARDIS late that afternoon, their arms loaded with purchases. Donna took all of the packages of food and jars of spices into the kitchen and put them away. The Doctor danced around the console, making the necessary adjustments to put them into the Vortex for the time being. Having decided that they had overdone it a bit at the food stalls, they postponed their cooking session. They settled for tea and biscuits in the kitchen.

Donna prepared two cups of tea while the Doctor retrieved the tin of assorted biscuits they had picked up the last time they stopped in London. She came over to the table, set a cup in front of him, and sat down. She looked at him fondly and said, “Today was wonderful. I had a lovely time. Thank you.”

He beamed back at her. “It was my pleasure.” He picked up a Jammy Dodger and his expression darkened. “I’m just so sorry you had to get caught up in all the ugliness.”

“What are you apologizing for?” she asked. “It’s not like you put that thing on my back.”

He sighed. “Not directly, no. But just by being with me exposes you to dangers you shouldn’t have to face.”

She shrugged and bit into a custard cream. “Goes with the territory, I reckon.”

He shook his head. “It’s more than that. Time Lords were feared throughout the Universe. For millennia, we made enemies wherever we went. In the Dark Times, we were vicious and cruel. We did horrible things. After the ‘enlightenment’ of Rassilon, we were worse. We adopted a policy of non-involvement in the Universe. We sat back, watching, while other species and planets suffered. So snug. So arrogant. So superior, we thought.”

“They,” Donna said sharply, interrupting his tirade.

“What?” he asked, startled out of his rant by her voice.

“ ** _They_** ,” she repeated. “ ** _They_** did those things. **_They_** were arrogant and smug and all that. Not you,” she stated emphatically. “Never you.”

His hearts swelled at her vehement defence of him. He smiled ruefully and shrugged. “Guilt by association, I suppose. I’m a Time Lord. The last of them. I’m the only one left for anyone to blame.” _‘Including me,’_ he thought bitterly.

She reached out and patted his hand before grabbing another biscuit. “Well,” she replied as she dipped it in her tea, “any Tricksters or Sontarans or Pyroviles that want to get to you, will have to go through me first.” She bit into the biscuit with determination.

The Doctor stared at his companion, stunned by her words. If he hadn’t already been positively mad for her, Donna’s declaration would have pushed him in that direction. He felt a warmth suffuse him. It was a sensation he hadn’t felt in a very long time, if ever. He grinned his lopsided smile and said, “Donna Noble. Warrior Woman.”

“You’d better believe it, Sunshine. No one mucks about with my best mate and gets away with it.” She got up and went over to the sink to wash out her empty cup. Putting it on the drainer to dry, she turned to him and said, “So. It was quite a day. Thanks again.”

“My pleasure.”

“I’m a bit knackered, so I think I’ll have a quick wash and then to bed.” She walked over and lifted his chin with her finger. “You get some rest too, do you hear me?” she mock-glared at him.

“Yes, Mum,” he responded with a smirk.

She grinned back and ruffled his hair as she walked past toward the corridor to the living quarters. “Sweet dreams, Donna,” he called out to her retreating form.

“You too, Spaceman,” her answer drifted back as she disappeared down the corridor.

Donna walked the short distance to her room, her shoulders sagging as soon as she was out of the Doctor’s sight. She had made it a point to remain calm and upbeat during their excursion at Shan Shen, but the day had brought a multitude of conflicting thoughts. As she entered, she kicked off her dusty shoes and smiled as she heard the sound of running water. She walked over and placed her hand on the coral wall, stroking it as she whispered, “Thank you, love. You always know just what I need. A hot bath is perfect.”

The TARDIS bathed her in feelings of warmth and comfort. “You make My Thief happy. I make you happy. Synergy.”

Donna laughed. “Sounds like something he’d say.” She quickly stripped and walked into the en-suite. It always amazed her. This room was larger than the lounge in her first flat back on Earth, and the TARDIS would customize it depending on her needs. Currently, there was a large, claw-footed porcelain tub with brass fittings, filled with the most lovely purple bubbles. The odour of lilac and hyacinth wafted through the room.

Grabbing a clip from the shelf above the sink, she piled her ginger locks into a messy knot on the top of her head and then stepped into the water. She sighed deeply as she slowly eased herself down until the bubbles covered her to her chin. She rested her head on the soft bath pillow the TARDIS had thoughtfully supplied and closed her eyes. 

She began to think about the adventures of the day. There was much to ponder over, not the least of which were the startling revelations of the Doctor. He’d ‘ _moved on_ ’ from Rose? When they first met, he was actively grieving for his lost companion. Hearing that grief in his voice whenever she was hinted at was one of the things that convinced Donna to refuse his invitation to go with him. She had enough personal baggage of her own to deal with at the time; she didn’t need to travel with a love-sick alien.

But there had been an attraction, even then. A pull, not just to the adventure or the travel, but to the man. Alien. Whatever. He was like no one else she had ever met, and, finally, she was compelled to find him again, even knowing that he was emotionally taken. But that was of no consequence, she had decided. He made her feel special, told her she was brilliant. It didn’t matter that he was still in love with Rose. Seeing the universe, travelling as best friends, was enough.

But the Doctor’s declaration changed things. Or did they? Donna leaned back against the head rest and sighed. Who was she kidding? So he no longer pined for Rose. She was glad he had made peace with it. But that didn’t necessarily mean that he was any more emotionally available. She remembered what he said about his time with Martha. Donna would never do that to him; he meant too much to her to cause him any kind of discomfiture.

Looking at it realistically – and Donna was nothing if not realistic – apart from a little friendly hand-holding and the occasional peck on the back of the hand or the cheek, when had he ever given any indication that he felt anything for her other than friendship? He had been quite adamant about only wanting a mate when she returned. She had too, although, if she were honest, her declaration was more a habitual defence mechanism than anything. But they had agreed; they each only wanted to be mates. And since then, he had never said or done anything to dispel that idea. Even when they had shared a bed the night of his nightmare, he had fallen asleep straight away and never mentioned it again, as if it meant nothing, or to distance himself from the intimacy.

No, his declaration about Rose was informative, but it changed nothing. She would continue on as before, being his best friend, and holding her love for him in secret in her heart.

She had other things to think about, frankly. She had known that travelling with the Doctor was going to have its share of danger, trouble magnet that he seemed to be. She had never consciously thought about it, but she knew instinctively that, if it were necessary, she would willingly sacrifice herself for him. The Universe needed the Doctor. What was the life of an anonymous temp from Earth compared to that of the Last Time Lord? 

No, it wasn’t the possibility of harm that disturbed her. The implications of her experience that afternoon had frightened her more than she let on. If the Trickster and its Time Beetle had been successful, she and the Doctor would never have met, and her life would have been so very different. She couldn’t bear the thought of living in a world without the Doctor. The very idea caused her to shiver uncontrollably, despite the temperature of the bath.

The TARDIS sensed Donna’s dismay and immediately spoke to her words of comfort. “Do not fret yourself, Noble One. Ease your troubled heart. My Thief would never let you come to harm. You are precious to us both. We will guard and protect you. Be at peace.” Donna felt a wave of warmth and calm flooding her body and mind, and she closed her eyes, sinking comfortably in the bath, all concerns and turmoil drifting away.

++++++++++++

The Doctor smiled to himself as the sound of Donna’s voice faded. ‘ _What an amazing woman,’_ he thought. _‘Even after all she’s been through, she is still worried about **ME**!’_ This reminder of the day’s events brought him up sharply. The Trickster, he mused. How had the Trickster discovered Donna and her significance in his life? And what did this mean for their future? He frowned. He couldn’t let anything happen to her. He sighed. He would just have to be more careful in his choices for their adventures.

Hyper-vigilance. That is what was needed. He would make himself more conscious of where they were and what they were getting into, which isn’t something he did on a regular basis. No, he was more spontaneous. Reckless, Donna would have called it. That would have to change. He’d do a bit more research before dashing off places. The Old Girl could help him find safer destinations and monitor their surroundings, so something like the Time Beetle couldn’t sneak up on them again.

He stared into his long-gone-cold tea. Donna wouldn’t make it easy, he realized. He knew making a difference in the Universe was important to her, so he couldn’t just shunt them off to some mundane little planets where nothing happened. She’d never let him get away with that for long. No, he had to be clever. Temper _interesting_ and _exciting_ with _cautious_. Rassilon knew how he would accomplish it. But he would. He **_had_** to. He had to keep her safe.

He had so many enemies, so many species that wanted to see him dead or utterly defeated. He hadn’t been exaggerating when he told her that. He smiled again, remembering her declaration, vowing to defend him against all comers. But his smile rapidly faded when he remembered her exact words. _“No one mucks about with my best mate and gets away with it.”_. There it was again. **_‘Best mate’_**. He never imagined that two such innocuous words would have the capacity to inflict such an ache in his soul.

Nothing had changed. He had hoped, by telling her he no longer grieved for Rose, assuring her he had put that all behind him, that she would realize that he had also altered his previous stance about mating. He got up and walked over to the sink, dumping the un-drunk tea and washing out the cup absentmindedly. He shook his head miserably. Why did he think she would suddenly change her mind? She had been quite clear about her opinion of his appearance, and her distinct lack of attraction, calling the thought of them together _‘nonsense’_. She was very quick to disabuse anyone of the notion that they were a couple, and rather insistently at that.

No, his little hearts-felt declaration had changed nothing. The question remained, though. Would it be possible to change her perception? Could he bring her to see him as something other than her best mate? To show her that he could be so much more to her than just a friend? He knew she cared about him. It was obvious by the way she fussed over him, the occasional quick hug or brush of her hand on his sleeve. Could that ‘care’ grow into something more? 

He leaned back against the counter and rubbed both hands across his face. He had never quite understood interpersonal relations, especially the ways practiced by Humans. He sometimes wondered how they hadn’t rendered themselves extinct, the way they fussed and fought. Watching them muddle around each other, seeing the potential for great joy but also great harm and sorrow, often made him think that the Elders on ancient Gallifrey may have had it right. Bonding by respect and mutual interest, devoid of any extreme emotion, might have been the more intelligent way to run a civilized society.

He sniffed derisively. _‘Don’t lie to yourself, Theta,’_ he told himself. _‘This feeling you have inside, this **emotion** , this overwhelming connection to another person, is worth all the pain and inconvenience. Being with **Donna** is worth everything.’_ He took a deep breath and walked out into the control room. He thought back over his internal conversation and came to the realization that, perhaps, it was too soon to expect anything to change. She had been through a trauma today and, as strong as she always tried to appear, he suspected she was more affected than she told him. 

He could wait. Wait for the right time. Give her space, figuratively _and_ literally. He would show her the Universe and they would be the best of mates. Until, hopefully, they weren’t. Turning to the console, he addressed his ship. “Well, Old Girl? Where shall we take her next? Something interesting but safe, for now.

The TARDIS sent him several mental images, one in particular appealing to him and making him smile. He stroked the coral wall behind him. “You always know where I need to go, don’t you? That is perfect. Now,” he stated, “I think I’d better do as I was instructed and get a wee bit of sleep. She’ll know if I don’t, won’t she?” His ship make a noise that sounded distinctly like a chuckle, and he laughed as he ambled down the hall to his room.

The next morning, Donna woke feeling more refreshed that she had in quite some time. The bath and, she suspected, the TARDIS’ continued ministrations had ease her fears and confusion. She washed and dressed quickly, ready to face the Doctor and whatever the day held in store for them. Opening her door, she was assailed by the smell of cooking bacon, onions and herbs. She slowly walked down the corridor toward the kitchen, brow furrowed and eyes narrowed. ‘ _What is that mad Martian up to now?’_ was her immediate thought.

She had to bite her lip to keep from laughing at the sight before her. The Doctor stood at the counter, his jacket and tie draped over the back of a chair, the sleeves of his pale blue oxford shirt rolled to his elbows, slowly and carefully fluffing eggs in a frying pan. He turned to reach for some chopped herbs, and she saw he was wearing a royal blue bibbed apron what declared in white letters _‘Real Men Don’t Need Recipes’_. She couldn’t supress the giggle seeing this elicited.

He started at the sound and, seeing her in the doorway, exclaimed, “Donna! You’re awake. And, uh, dressed.”

She snorted. “Well, Spaceman. That’s what us Humans usually do after a good night’s sleep. So what’s all this?” She gestured around the kitchen.

“Ah, well, um,” he dithered as he dished the finished eggs onto a plate. “I, uh.” He felt his cheeks get warm. “I was going to surprised you with breakfast in bed,” he answered, sheepishly.

Donna leaned against the doorjamb and crossed her arms. “Why?” she asked bluntly.

That was _not_ the answer the Doctor was expecting. He responded cautiously. “Because … I wanted to do something _nice_ for you?” he offered.

She continued to stare, assessing him. After a few seconds, she challenged, “Out with it. What have you done?”

He frowned and tilted his head, looking at her quizzically. “Sorry?”

“In my experience,” she stated, “whenever a bloke does something nice for me for no reason, there’s always a reason. Usually he’s done something stupid and doesn’t want me mad at him.” She stopped and considered. “Either that,” she continued, “or else he’s trying to get into my knickers. And we both know _that’s_ not happening here.”

The Doctor turned away, pretending to arrange toast in a rack, in case his face showed the disappointment he felt at her words. “I haven’t done anything wrong. … that I know of, at least.” He placed the toast rack on the tray, along with utensils, a serviette and tea mug. “Blimey,” he muttered, hoping to disguise his distress. “How did you get to be so suspicious? I just thought you would enjoy being pampered a bit.”

Donna heard the hurt in his voice and immediately regretted her accusation. She walked over to him and put her hand on his forearm. “Doctor, I’m sorry. You caught me off guard, is all. I’m not used to people being nice to me.”

Having met her mother, the Doctor could believe it. He gave her a lopsided grin and said, “Well, you’re with me know, so you’d best get used to it!”

She smiled back and replied, “I’ll try.” Deciding to lighten the mood, she fingered his apron and looked at him with raised eyebrows. “Is this new?” she asked with a smirk.

“Ah, this. It belongs to a former companion.” He coloured slightly, remembering the tall Captain with the twinkling blue eyes. “He forgot it when he returned to Earth the last time.”

“He’s a _‘real man’_ , eh? Got a bit of cheek in him, I imagine.” Her grin grew wider.

He snorted. “You don’t know the half of it!” He untied the apron-strings and lifted it over his head. Turning back to her, he declared, “Breakfast is served, milady.”

“So,” she asked, “should I go back to bed?”

He chuckled. “Nah,” he drawled. “I’ll save it for a true surprise. Have a sit.” He began to transfer items from the tray to the kitchen table.

Donna was amazed at the feast he set out before her. Fluffy scrambled eggs with cheese sat atop a savoury potato scone, along with strips of crispy bacon. There was a rack of buttered brown toast with a dish of fresh black currant preserves. A small pot of tea rounded out the meal. She looked up at him and saw his eyes shining with pride, and something else she couldn’t place. Smiling, she picked up a piece of toast and said, “Thank you, Doctor. This is marvellous.”

He beamed. “Glad you like it.” He snagged a bit of bacon and announced, “You eat up, and I’ll go get things ready for a next adventure.”

“Where are we off to this time?” she asked, scooping up a forkful of the scone/egg mixture, and humming appreciatively.

“It’s a surprise,” he answered with a wink, and, retrieving his jacket and tie, bounded off toward the control room.

Donna sat for a moment, sipping her tea. She decided that, regardless of his motivations, she could get used to having the Doctor make her breakfast. The image of the two of them sharing nibbles in bed popped unbidden into her mind, and she quashed it immediately. _‘Don’t go getting beyond yourself, Madam,’_ she heard the voice of her mother – and her own common sense – say.


	5. Part 5

**Notes for the Chapter:**

> A/N: The adventure in this chapter is an adaptation from another story I wrote called “Tea and Crustaceans”. It’s very similar here, but with the actual beach scenes, a little tweaking to fit this story, and a totally different ending.

_Previously …._

_“Where are we off to this time?” she asked, scooping up a forkful of the scone/egg mixture, and humming appreciatively._

_“It’s a surprise,” he answered with a wink, and, retrieving his jacket and tie, bounded off toward the control room._

_Donna sat for a moment, sipping her tea. She decided that, regardless of his motivations, she could get used to having the Doctor make her breakfast. The image of the two of them sharing nibbles in bed popped unbidden into her mind, and she quashed it immediately. ‘Don’t go getting beyond yourself, Madam,’ she heard the voice of her mother – and her own common sense – say._

A short while later, Donna entered the control room, after finishing her breakfast and washing up. The Doctor was waiting as patiently as he was capable of, meaning he was standing at the console bouncing on the balls of his feet. Ordinarily he would have dashed into the kitchen several times, trying to rush her along. She was, surprised, grateful, and oddly pleased with his restraint.

He continued to bounce nervously as she approached. “Did you enjoy your breakfast?” he asked. He was so excited about showing Donna their destination, his initial instinct was to grab her hand and dash out the TARDIS doors. But he was trying to be more considerate, more careful.

Donna looked at him warily. “It was lovely, thanks.” She eyed him carefully. She could almost see the pent-up energy crackling around his frame. Smirking to herself, she walked over to him and said, “It’s alright, Time Boy. You don’t have to make polite conversation.” She laughed. “Look at you! You’re like a two-year-old on Christmas morning! So? Get on with it. Show me this grand surprise before you explode.”

Bouncing one final time and grinning like a loon, he forced himself to take her hand gently and slowly lead her toward the TARDIS doors, stopping in front of an old wooden coatrack that Donna had seen but couldn’t remember having been used. She was, therefore, surprised to see, not only her heavy winter coat, but a beautiful pair of matching fur-lined boots. She turned and looked at him quizzically.

“I thought you might need these,” he offered. “I remember how cold you were last time on the Oddsphere.”

“Oh! We’re going back to see the Ood?” she wondered.

He chuckled. “Well, it _is_ an ice planet but not the Oodsphere,” he stated cryptically.

Donna was about to question him further when he dropped to his knees and began to unlace her trainers. She had to work to keep her breath steady and not give away her reaction to the feel of his fingers innocently brushing her instep as he removed her shoes. She knew he was just trying to be nice and, perhaps, making sure she didn’t dawdle. She leaned back against the coral wall and closed her eyes, trying to maintain her equilibrium as her senses were assaulted.

The Doctor knelt on the grated floor, with his companion’s foot in one hand, the trainer he had just removed in the other. What in Rassilon’s name was he thinking? He kept his eyes lowered, concentrating on the task at hand, and not on the expanse of bare calf that was exposed when he raised her trouser leg to slide the boot onto her foot. What made him think that changing Donna’s shoes could ever been a good idea?! 

He held Donna’s foot in his hand and thanked the gods that human hearing was as inefficient as it was, and she wasn’t able to hear his hearts pounding. He resisted the temptation to dip his finger under the sock that encased her shapely ankle and caress the soft skin there. So, practically holding his breath, he tried to complete his mission as perfunctorily as possible. The last thing he wanted was to annoy her or make the situation between them uncomfortable.

All too soon – to his mind, at least – the job was finished and he jumped back up. “There you go,” he said with a slightly manic grin. “All snug and warm.”

Donna gazed down at her boots, hoping to hide any residual flushing of her face due to his ministrations. After a moment, she looked up and said, “Thank you, Doctor. They’re beautiful. It was very considerate of you.”

He brushed aside her thanks. “It was nothing. I wouldn’t want you getting cold feet or anything.” He giggled at his own little joke.

Donna merely rolled her eyes and advanced toward the double doors. She had expected the Doctor to race past her to throw them open and dramatically present his grand surprise, but she realized he hadn’t moved. Turning back, she looked at him quizzically and said, “Well, Time Boy. Are we doing this or not?” She was confused to see him hanging back, looking decidedly uncomfortable.

He frowned and avoided her eyes. “Donna,” he said slowly. “Before we go out, there’s something I need to tell you.” He paused and took a deep breath before he went on, clearly unhappy about what he was about to reveal. “I … well … you see …” He closed his eyes and gritted his teeth. “I’ve been here before,” he stated flatly.

Donna waited for him to continue. When nothing more was forthcoming, she crossed her arms and stared at him. “And?? Did you insult some Lord High Muckety-Muck and we’re going to be thrown in jail on sight? Or is this one of those planets that think ginger hair is an abomination and we’re going to be thrown in jail on sight?”

The Doctor laughed in spite of himself. “No, I can safely say that the chances of incarceration are minimal to non-existent.” He became sombre once again. “It’s just that … Well, the thing is … the last time I was here, I … wasn’t alone.” He shoved his hands deeply into his trouser pockets and stood, shoulders slumped and eyes downcast, as if he was awaiting a slap or a loud shout.

Donna gaped at him. “Is **_that_** what’s got your knickers in a twist? That you’ve been here before with someone else?! Oh, for heaven’s sake! You’re over nine-hundred bloody years old! I think it’s pretty safe to assume you’ve been around a bit. We both know you’re rubbish on your own.”

He raised his head and gaped at her, his eyes wide in astonishment. “So, you’re not upset?”

“Upset?!” she repeated. “You thought I’d be upset that you’d travelled somewhere with someone else? Just how shallow do you think I _am_ , Sunshine?”

“No! NO!! I don’t! Not at all!! You’re not shallow. Far from it. You’re one of the most generous people I’ve ever met!!”

“Then why? Whatever made you assume that I’d be upset by something so ridiculous?”

He rubbed the back of his neck, a sure sign that he was uncomfortable with the conversation. “I don’t know. Just … Well, Rose used to get a bit …” he searched for the best word, “miffed if our adventures weren’t unique to _‘us’_ ,” he explained, using ‘finger quotes’.

“Blimey!” Donna retorted. “Really, Doctor. Just how young _was_ she?!”

He shook his head and grimaced. “Funny thing, that,” he replied. “She was younger than she led me to believe, actually. I should have realized.”

Donna could tell how troubled he was by these admissions, so she walked calmly over to him. “Enough of that. You’re with Old Donna now. No need to worry about me. I’m a bit more practical and pragmatic than you’re used to, I reckon. I know you’ve been places and seen things with people long before we ever met, and I’m sure you’ll do the same long after I’m gone.” She placed her hand on his cheek. “Silly Spaceman,” she said affectionately. “I’m just flattered that you think enough of me to want to show me something special.”

A sense of relief washed over the Doctor and he impulsively grabbed her hand and brushed a light kiss on the palm. “Whatever could I have done to deserve someone like you, Donna,” he stated sincerely.

She was startled at his gesture and a little confused as to his intention. Choosing, to make light of things that were potentially awkward, she took her hand back, smacked him on the shoulder and quipped, “Well, you’d best figure it out and make the proper apologies.”

As soon as the Doctor felt her skin against his lips, he regretted his little indulgence. He felt a slight tremor and was terrified that he has crossed a boundary too soon, and had jeopardized their friendship. He was greatly relieved, therefore, when she responded in her usual cheeky manner. He grinned at her and stated, “No more faffing about, Ms Noble. We’ve got a planet to explore! _Allons-y_!” And with that, he donned his long brown coat and, flinging the doors wide, sprinted out onto the snow-covered ground.

Donna was hit by a blast of the coldest air she had ever felt. She shivered and quickly fastened her coat before she stepped out into the frigid environs. The Doctor turned to see her reaction, and was immediately concerned about her apparent discomfort.

“Oh!” he exclaimed, “I forgot this. Here!” He dug around in his coat pocket and pulled out a knitted scarf. It appeared to be at least one-and-a-half metres long and he wrapped it around Donna’s neck several times. She batted his hands away as he tried to adjust it under the collar of her coat.

“Oi!” she protested cheerfully. “I’ll handle it from here, thank you very much.” Tucking the ends of the scarf in the front of the coat, she smirked and said, “Couldn’t find a longer one, could ya?”

He grinned back. “Oh, if you only knew!” he quipped. “Does it help?”

She nodded. “Yeah, thanks.” Looking around, she remarked, “You weren’t kidding. _“Ice planet’_ is an understatement.” 

The TARDIS had landed in a small clearing in a forest of coniferous-like trees. Everything was coated with a heavy layer of pure-white snow. Icicles hung from the long, flat needles of the trees, reminding Donna of the tinsel she and her Gramps used to toss by the handful on their Christmas tree when she was a child. Rainbows danced on the forest floor, the ice acting as tiny prisms as the pale light shone through.

She turned to him, her face a picture of awe. “What is this place?” she asked softly.

“This,” the Doctor explained, “is called ‘Woman Wept’.”

Donna glared at him, thinking he was teasing her. “What kind of name is _that_ for a planet? ‘Woman Wept’. It’s a declarative statement, not a name!”

He grinned broadly and held out his left hand. “Come, I’ll show you.”

She was reluctant to leave the warmth of her coat pocket, but it would have been rude to ignore his outstretched hand, so she threaded her fingers through his. She was surprised to find that his hand was much warmer than usual, leading her to realize he was adjusting his skin temperature for her benefit. She gave him an appreciative smile and he merely winked at her.

They ambled out of the forest and Donna was struck by the absolute silence. Normally, one would hear little noises, small animals creeping in the undergrowth, birds hopping from limb to limb in the trees. But here, there was nothing, only the sound of their feet crunching in the deeply packed snow.

They passed through the last of the trees and stepped out onto a field of frozen grass and small flowers that sparkled in the feeble afternoon sun. The Doctor led her across the field to the edge of the cliff and pointed. Donna gasped as she stared down at the landscape below her. A large land mass covered entirely with deep drifts of snow stretched out as far as she could see.

He indicated that she should lean forward in order to get a better view, putting his hands on her waist to steady her, giving her a feeling of safety and security despite their precarious perch. “Do you see it?” he asked quietly.

At first Donna wasn’t sure what he meant, but gradually she could make out a vague shape, like a human figure. Concentrating, she began to see the silhouette of woman, her head bent and her hands raised toward her face. At that moment, the wind gusted across the plain, snow shifted suddenly, and she gasped. The shadows created by the drifts formed distinct impressions of facial features and flowing locks of hair. Donna stood staring at the phenomenon with awe. Then, just as suddenly, the wind blew in the other direction, and all semblance of the woman disappeared.

“It does that several times an day,” the Doctor whispered in her ear. “If you are in the right place at the right time, you can see it.” He gently pulled her back from the cliff edge. “Come with me. I want to show you something else.”

Donna was still gobsmacked by what she had just experienced and let him draw her away. They travelled along the cliffside for a short while until they came to a set of circular stairs cut into the rock. Holding her arm, he carefully guided her down and around the peak. All around her was more snow and ice, sometimes forming abstract sculptures as rocks and hedges accumulated more and more rime and slush. Everything glistened and sparkled, and she was enchanted.

Finally, the path levelled off and they rounded the base of the hill. To her astonishment, they were on a beach that went on for as far as she could see. But the most shocking thing about this beach were the waves, some several hundred kilometres in height, that stood frozen in the vast ocean. He led her out on the glassy sea and they walked under the arches of the solid, unmoving surf.

It was beautiful and ethereal and unnerving, and Donna soon drew the Doctor closer to the snow-covered sand. He understood completely. The entire planet had an unnatural feeling to it, for all its magnificence. Standing under those watery peaks was unsettling.

Once they were on more solid ground, Donna looked at him with confusion in her eyes. “Doctor,” she inquired softly. “What happened here?”

He was always struck by her curiosity and concern for things outside herself. Looking down at her, he answered, “Well, conventional thought says that two of the planet’s three suns went supernova simultaneously, and the planet experienced an almost instantaneous drop in atmospheric temperature and pressure, causing severe ice storms and freezing the planet solid.”

She raised her eyebrows. “Conventional thought, eh? So how do _you_ explain it, Mr ‘I’m a Time Lord; I Know Better’?”

“For your information, I _do_ have an explanation,” he replied with a twinkle in his eye. “Well, it’s more of a story. Well, not a story, so much, as a legend. A myth, really”

Donna smacked him sharply on the bicep. “Just get on with it, Time Boy!”

He rubbed his arm and took her hand. Moving them closer to the rock face and out of the strongest of the wind, he dusted off the top of a low, flat rock and settled her comfortably on it. Then, in full ‘professor-mode’, he began.

“Millions of years ago, it is said, this planet was ruled over by an entity known only as ‘The Woman’. She was a supernatural being that governed everything and everyone from a magnificent palace on one of its moons. She loved this planet and its people, and guided and maintained every aspect of their lives. She regulated the atmosphere, so that there was exactly the right amount of rain and sun to ensure that the crops flourished and the inhabitants had all the nutrients they needed to live long, healthy lives. She even allowed for periods of cloudiness and damp, just to add variety.”

He began to pace as he continued, gesturing wildly as he told the story. “Because of her careful monitoring of weather and the biology, geology and ecology of the planet, the land was fruitful and the people free of disease. Since everyone had all they could want or need, there was no cause for jealousy or greed. It was the most peaceful planet in the Universe and everyone lived in harmony.

“The people flourished and The Woman was pleased, but as time went on, she grew discontent with her role as supreme being and craved personal contact. So she decided that, once a year, she would visit the planet and personally see that all was well with her people. 

“She began coming down from her moon-palace for three days each year, at which time a great festival was held in her honour. She would meet with the ministers of the internal government, and sit in judgment over any minor squabbles that had arisen. She grew even closer to the people and enjoyed seeing the families, and especially the children.

“Each time she returned to her palace, however, she discovered that she was more dissatisfied with her life, that she was envious of the relationships she observed among the people. She was lonely, she realized. Her people treated her with respect and reverence at the festival, but she craved a closer connection. As long as she was their ‘goddess’, they would remain aloof and awestruck in her presence.

“So the following year, without a word to her attendants or ministers, she left her palace and travelled to the planet three days earlier than she was expected. She disguised herself as a peasant woman, knowing that, if her identity were known, she would be rushed off to her apartments at the Citadel.

“She walked out of the city and meandered through the countryside, just enjoying the freedom, and the calm and quiet of nature. It was early afternoon when she came upon rolling hills of green grass. As she neared to top of a small hillock, she was surprised by a flock of sheep, and stood and watched the spring lambs gambolling about. She was about to turn and leave when she spied a young man standing beneath a tree a short distance away, playing a pan flute. The music was compelling and she found herself walking toward him. 

“Hearing the swish of fabric, he turned and watched her approach, continuing to play. Their eyes met and they were instantly drawn to each other. He held out a hand, and she eagerly took it. It was apparent to her that he had no idea who she was, and the idea that he wanted her company thrilled her in a way she had never felt before. They passed the afternoon and evening talking and laughing. He shared his simple meal with her, and taught her the names of his sheep and how to distinguish one from another.

“When it grew dark, she made no move to leave and expressed no reluctance or fear. He offered her his cloak and wrapped her in it, and they huddled together, along with his flock, under the tree and soon fell asleep in each other’s arms. They spent the next two days in exactly the same way.

“On the afternoon of the third day, she became agitated and, when he asked her what was wrong, she revealed her identity, fully expecting him to back away in awe or fear. Instead, he merely placed his hand on her cheek and said, _‘I know’_ and kissed her softly on the lips.

“Her heart swelled with joy. She told him she would have to go back to the city and participate in the festival. He nodded. She asked him to come with her, but he refused. He had his flock to tend, he told her, but he would wait for her until the next festival. Reluctantly, she agreed, and they parted.

“The next year, she came down a full week early and found the young man waiting for her on the hillock. There were new lambs and last year’s lambs were now full grown. They spent the week together, loving each other and learning all of their secrets and hopes and dreams. Finally, though, she had to leave him. Once again, she asked him to come with her, and once again he refused. They parted again, with the promise to see each other again the next year.

“The next time, she left over a month before the festival and their time together was glorious, so much so that she lost track of time and did not return to the city for the festival. It was another month before a party of ministers and other officials finally tracked her to the young man’s small cottage and sheepfold. 

“They told her that things had begun to deteriorate in her absence,. Fluctuations in the weather patterns had ruined crops and spoiled feed. Neighbours were fighting with neighbours over grain and bread. Worse still, a sickness struck down man and beast alike.

“The Woman realized that she was the cause of these disasters, that she ignored her duty to her people in favour of her own happiness. She had to return, she told the young man, and implored him once again to come with her. He told her that he would, next year. He would make arrangements for his flock during the time she was away and, when she returned, he would be free to go with her. They parted, after many heartfelt declarations and an ardent kiss or two.

“The Woman returned and set about correcting all that had gone wrong in her absence, and working out safeguards to put in place to prevent it from ever happening again. She was desperate to get back to her young love, to assist him in settling his affairs so they could finally be together forever. She returned to the planet months earlier than before and ran, undisguised, to the cottage. She was dismayed to find it empty and abandoned. Racing up the hill, she could see the flock grazing, but there was no sign of the young man.

“Searching further, she was surprised to find a young girl tending the sheep. When she asked about the young man, the girl, realizing who The Woman was, dropped to her knees and replied that he was gone. _‘Where did he go?’_ The Woman asked. _‘Have you not been told, your greatness?’_ the girl replied. _‘He died.’_ The Woman was staggered. _‘When? How?’. ‘A few months back. He came to us and said he was giving up his flock and going to the Citadel, to wait for his lady-love. We heard later that he had contracted the sickness that had swept through the city. And died.’_

“The Woman’s heart was breaking, but she retained her calm demeanour. She asked where he was buried, and, to her further dismay, was told that all victims of the sickness were burned, not buried. The Woman thanked her and went away, bypassing the Citadel altogether, and returning to her palace on the moon.

“Her grief consumed her and she was inconsolable. She locked herself away for weeks and would not respond to any entreaties by her attendants or ministers. When she finally emerged, it was clear that she had changed. He face was stern and her manner brusque. She called her attendants and instructed that she be dressed in her finest, most magisterial garments. She then descended upon the planet like an avenging angel.

“She assembled her ministers and leading people of the Citadel. She decreed that everything – people, birds of the air, beasts of the field – would be transported to one of the other of the planet’s moons, which she had made habitable for them. And so it happened. The entire population, complete with buildings and structures; cattle, sheep, fish in the oceans; everything; was moved. And when this was completed, The Woman returned to the empty land and instantly rendered it as frozen and barren as her shattered heart. She was never seen again. Some say that she lay down and became the continent, wanting to remain with her lost love forever.”

The Doctor had been enjoying telling his story so much that he hadn’t been paying any attention to his companion’s reaction. He turned back to Donna and the smile on his face immediately disappeared when he saw tears flowing silently down her face. She hadn’t said a word, hadn’t made a sound, the entire time he was speaking. But her sorrowful eyes and her tear-streaked face testified to the fact that she had heard every word, and was deeply affected by his tale.

He walked quickly over to her and took her hands, raising her up from her seat. “Oh, Donna!” he exclaimed. “I didn’t mean to make you cry. I am so, so sorry.”

She stepped away from him. “Oh, don’t mind me,” she scoffed, trying to deflect his concern. “I’m just being silly, is all.”

He held onto her hands. “You’re not silly,” he said with a soft smile. “You’re _never_ silly. Please. Tell me what’s wrong.”

She looked up at him and realized how sincere he was. She wasn’t sure she wanted to tell him; that was her dilemma. But she knew he wouldn’t let it go. Sighing deeply, she gently pulled her hands from his and crossed her arms, hugging them tightly to her chest. “It’s just that,” she stopped, still uncertain she wanted to reveal so much about herself. He didn’t push her; he merely stood and smiled encouragingly. “Nothing ever changes, does it?”

He frowned. “What do you mean?”

“Well, look at this. Here we are, on the far side of some galaxy or other, at some point in the past or the future. And it doesn’t matter. It’s always the same. Love doesn’t last.”

The Doctor was stunned by her words. “It’s only a myth, Donna. It’s not real.”

“That’s exactly my point. It _is_ a myth. Love _isn’t_ real. Oh, it’s lovely for a while, but it never lasts. Sometimes people just change. And sometimes they lie. They tell you what you want to hear because they want something from you. Or they’re just looking for a laugh. Or they want to feed you to a giant space spider.” The tears began to flow again, glistening on her eyelashes like tiny diamonds. “Someone always gets hurt. It’s just not worth it.”

He pulled her into a tight embrace. She didn’t resist but sobbed into his chest. “Oh, my poor, sweet Donna,” he whispered into her hair. “Love is **_always_** worth it.” His words were so soft he was sure she hadn’t heard them.

A few moments later, Donna exhaled sharply and slowly untangled herself from his arms. Seeing his stricken expression, she misinterpreted it, thinking that he regretted bringing her to the planet. “Oi, Spaceman,” she said softly. “Don’t you go all emo on me. It’s not your fault. I **_am_** glad you brought me here. It’s beautiful and exotic and I’m chuffed that you wanted to share something so special with me.” She smiled ruefully. “As for that other rubbish, well, I’m done with all that. I don’t need it After all, I have you. And I have the TARDIS. And all of Time and Space to explore with my best mates in the whole wide Universe. What more could a girl need?”

For the first time in his long life, the Doctor found himself without words. He realized that Donna’s insistence on _‘just mates’_ had much deeper-seated roots than he first imagined. She had been badly hurt and had given up on finding a love that would bring her joy and fulfilment. And she certainly never entertained the possibility that such a love was staring down at her right now. Convincing her otherwise would be all that much harder now. But knowing her fears might help him formulate a better plan of action.

He stepped closer and ran his thumbs over her cheeks, wiping away the residual tears. “What more indeed?” he said with a cheeky, lopsided grin, determined to make her smile again. “Shall we venture on? You’ll love the Singing Caverns! When the wind gusts through openings in the walls of the caves, the stalactites and stalagmites create a whistling sound, like blowing on a blade of grass. Each one is unique, and they make such lovely music.” He reached out his hand eagerly.

She tried to smile in return. “Would you mind if we go back?” Seeing his smile dim, she added, “I’m a little cold, is all.”

As Donna looked up at him, he saw her eyes had a bruised quality to them that made his hearts constrict and his stomach clench. “Of course,” he answered, forcing himself to sound cheerful. “Those caverns have been around for a few millennia. We can come back another time and explore.”

She squeezed his hand and asked eagerly, “We will, won’t we? Come back, I mean. I really do want to see more.”

He tucked her hand in the crook of his arm and replied, “Of course, we will. Anything for you, Ms Noble. The TARDIS and I are yours to command.”

She gave him a saucy grin and retorted, “Good to know, Time Boy. Good to know.” She tightened her grip on his arm and they began the journey back to the TARDIS.


	6. Part 6

**Summary for the Chapter:**

> A/N: The adventure in this chapter is an adaptation from another story I wrote called “Tea and Crustaceans”. It’s very similar here, but with the actual beach scenes, little tweaking to fit this story, and a totally different ending.

_Previously …._

_She tried to smile in return. “Would you mind if we go back?” Seeing his smile dim, she added, “I’m a little cold, is all.”_

_As Donna looked up at him, he saw her eyes had a bruised quality to them that made his hearts constrict and his stomach clench. “Of course,” he answered, forcing himself to sound cheerful. “Those caverns have been around for a few millennia. We can come back another time and explore.”_

_She squeezed his hand and asked eagerly, “We will, won’t we? Come back, I mean. I really do want to see more.”_

_He tucked her hand in the crook of his arm and replied, “Of course, we will. Anything for you, Ms Noble. The TARDIS and I are yours to command.”_

_She gave him a saucy grin and retorted, “Good to know, Time Boy. Good to know.” She tightened her grip on his arm and they began the journey back to the TARDIS._

The Doctor and Donna walked back to the TARDIS in silence, but it wasn’t the awkward silence one would have expected after such an emotional exchange. They merely held on to each other’s arm as they walked, respecting their mutual need for private thoughts. That was one of the things he loved so much about her; she knew when to push him and when to let him be. This was a welcome change from previous companions who insisted on knowing _‘what’s wrong?’_ or trying to **_‘fix_** _’_ things all the time. 

As they passed through the forest to the TARDIS, the Doctor reached up and snatched a small pine cone, surreptitiously dropping it in his pocket. He would set it in a cryo-field and preserve it for Donna as a memento of the trip. He knew she already had a small collection of bits and bobs from other adventures.

When they reached the TARDIS, he reluctantly dropped her arm and fished in his pocket for his key, opening the door and allowing her to enter ahead of him. As he tossed his duster over the nearby strut, Donna smiled to herself. She was tempted to hang it on the coatrack when he wasn’t looking but decided it was actually an endearing little quirk. 

“Donna,” the Doctor called out over his shoulder, as he manipulated the levers and dials on the console. “Are you hungry?”

She removed her coat and hung it carefully on the coatrack. “No, not really,” she replied, bending to remove her boots.

The Doctor inwardly cringed at the dispirited tone in her voice. “Well, how about I make some tea and leave it for you in the lounge?” He was determined to make her feel better.

She dropped the trainer she was holding and walked over the Doctor, who was suddenly all too aware of her purple-striped socks, visions of her bare calf popping unbidden into his head. He closed his eyes and groaned inwardly, trying to rid himself of such tempting but dangerous thoughts.

Donna saw what she interpreted as regret in his eyes and put her hand on his shoulder. “Doctor,” she said gently. “It’s not your fault. I just need a bit of time to myself. Tea in the lounge would be lovely, thanks.” She then picked up her trainers and exited the Control Room, heading to her bedroom.

He went into the kitchen and began preparing tea, loading up a tray with her favourite biscuits and the mug with the little flying clocks that always made her laugh. When the kettle whistled, he filled the teapot with water and added the loose leaves to steep. Covering the pot with the TARDIS blue cosy she had crocheted for it, he completed the tray with a small pitcher of milk and bowl of sugar.

Hearing the water running as he passed her room, he had knew she would be a while and headed to the lounge. He set the tray down on the side table next to the settee, confident that the TARDIS would keep everything at the correct temperature until she arrived. He then retreated to the Control Room, giving her the privacy she requested.

When she hadn’t reappeared several hours later, he walked back to the lounge and found his companion curled up on the settee, fast asleep. He smiled and bent to pick her up, carrying her down the hall to her room. Easing her onto the bed, he was startled when her eyes opened halfway and she grabbed his tie, pulling him in close to her.

“Okay, Time Boy,” she asked, her voice a little slurred with sleep. “What did you put in the tea?”

Sitting on the bed next to her, he gently prised her fingers away and kissed the knuckles. “Can’t put anything past you, can I?” he replied with a smirk. “Just a little of that blackberry brandy Wilf gave us the last time we stopped by. You’d had a traumatic day, so I thought it would relax you.”

She stared at him with slitted eyes. “Good stuff,” she murmured. “But next time, let me know when you want to get me drunk. It could be fun.” She patted his cheek and smiled. And then promptly rolled over and went back to sleep.

The Doctor sat there as his hearts did a little flip, and contemplated her words. Shaking his head, he told himself she wasn’t aware of what she was saying and he shouldn’t read too much into it. He went back to the lounge and gathered the tea things, taking them into the kitchen to wash up. Seeing the bottle on the counter, he raised it to his lips and tipped it up, tasting the fruit-flavoured alcohol as it touched his tongue.

The essence of blackberry burst in his mouth and he savoured it, agreeing with Donna’s assessment. Pouring tea into an empty cup, he added a healthy splash of brandy and sat at the kitchen table, pondering the day’s events. He now had a better idea of the cause of Donna’s resistance – or was it reluctance – to see him as more than just a _‘mate’_. She had been so hurt by past relationships that she didn’t trust him not to break her heart. Again. So she had given up. 

He sighed, sipping the tea-and-brandy. He had to change her mind, to get her to see that love _was_ possible, that it _could_ be enduring and true. And that it was staring her right in the face, if only she’d look past the _‘long streak of alien nothing’_ and see the man inside the pinstripes. It wasn’t going to be easy, but he couldn’t fail this time.

He finished the cup and rinsed it. He was surprised by the yawn that overcame him. Maybe he’d been more affected by the recent emotional upheavals than he thought. Or the brandy was having an effect that he hadn’t anticipated. He smiled to himself, making a note to stock up on that particular beverage. _‘Especially after her comment,’_ he thought, with a wistful sigh.

The smile turned into another yawn, and he decided that perhaps a short nap was in order. It had been a few days since he’d taken any rest. Donna was always pestering him about his sleep habits – or lack thereof. So he’d show her that he was listening to her advice. A few short hours. It would be a nice change.

The Doctor slowly came to consciousness, resisting his mind’s nudging him to wakefulness. He was having a dream. A very pleasant dream. One that he was reluctant to come to an end. That was unusual. Not the reluctance, the dream itself. Time Lords generally don’t dream. When they rested, it was more like a type of hibernation, a shutting down of sensory inputs. There were, of course, those whose hyper-sensitivity to fluctuations in Time and Space caused them to have visions. But the Doctor was not one of those – although his mother had been.

No, he rarely had dreams. Nightmares, yes. He had those on a disturbingly regular basis, as Donna discovered after their return from Midnight. He frowned as he lay there, realising that he hadn’t one in quite a while, not since the night she had come into his room and slipped into his bed. 

He stared at the ceiling, watching the stars of his beloved, lost Gallifrey shine and twinkle, and tried to recall the details of the dream. His mother had told him - surreptitiously of course - to always pay attention when he dreamed, that dreams often gave a Time Lord insight into potentially significant events in one’s timeline. Closing his eyes again, he let his mind wander, hoping to reconnect with the images of his dream.

_He was with Donna. He could feel her hand in his as they walked along. It felt right, good, as if it was the most natural thing in the universe. It was sunny and warm, but the light wasn’t as harsh as that of Sol. It had a slight orange tint, and he noticed for the first time the double shadows. Ah, that would mean dual suns. They seemed to be on some kind of beach. Hmm. She was always going on about him taking her to a beach. Maybe that’s the message, that he should find the perfect beach and show her how much he cares for her wishes._

He bolted up from the bed, determined to have everything decided before she awoke. That was his intention, anyway, until he happened to glance at the little digital rocket-ship clock that Donna had given him last Christmas as a joke. He had it set for relative Earth time, and the TARDIS, no matter how wibbly-wobbly Time passed on board, always managed to keep it accurate. He couldn’t believe what he was seeing, and he rubbed his palms over his face to wake himself further.

He stared at the clock again and frowned. It wasn’t possible. He couldn’t have slept for _seven-and-a-half hours_!! That was unheard of. He never slept for more than an hour, two at the most, well, unless it was a healing sleep. He rushed into the en-suite and took a hurried shower, and dressed quickly. He wanted to be up and at the console before Donna awoke.

He passed her door on his way to the Control Room and cringed when he saw it open and the room empty. Hoping she had only recently gotten up, he headed for the kitchen, but to his dismay, it was also empty, and, worse, showed signs of a recently consumed breakfast. Deciding that he should just continue with his original plan, he went to the console and began to search for the perfect beach.

After a period of intensive research, he came upon exactly what he was looking for. “Donna!” he called out, as he stared at the read-out again, grinning widely. He raced around, punching buttons and pulling levers, and as he did, he bellowed again, “DONNA!

When Donna had awoken that morning, renewed and refreshed, she had dressed quickly and went looking for the Doctor, to thank him for his thoughtfulness regarding the tea. She headed to the Control Room, fully expecting to find him hip-deep in the TARDIS’ inner workings. She was therefore surprised and somewhat amused to hear, as she passed the door to his bedroom, the not-quite melodious sounds of a Time Lord snoring.

It was a rare occasion that he slept at all, as she often pointed out to him, for his own good, of course. It was almost unthinkable that she would wake before him. On the one hand, she was happy to see that he took her advice and was getting some rest. But his sleeping in so late was too good an opportunity to pass up. So, after a quick breakfast, she was sat in one of the over-stuffed armchairs in the library, a cup of tea on the side table and a book in her hand. She _had_ , of course, heard him calling her; his voice reverberated throughout the TARDIS. She took another sip of her tea and turned the page.

“Don…oh, _there_ you are,” the Doctor said, bounding into the library and plopping himself down in the armchair next to hers. “What are you doing in here?”

Donna rolled her eyes at him and said, “What does it look like I’m doing? Painting the Sistine Chapel?”

His eyes lit up. “Would you like to? Michelangelo and I are like _this_ ,” he said, intertwining his index and middle fingers tightly.

Donna laughed and said, “Name dropper. But seriously. _I’ve_ been up for hours.” She couldn’t help teasing him. “I just thought I’d have a nice cuppa and a bit of read. You know, relax a bit. Or is that word not in your vocabulary?” She smirked slightly.

The Doctor either didn’t notice the sly comment on his sluggardliness or chose to ignore it. “Bo-ring,” he replied, grabbing her book and tossing it on the side table. “Why sit in a boring old library with a boring old book when you could be traveling the galaxy?” Standing up quickly, he took her hands in his and pulled her to her feet. “Come on, Donna,” he said. “You want relaxing? How about a trip to the beach? I just found a planet that has blue sand. And iridescent orange water! There are actual minute crystals in the water that glow, and when the waves crash on the rocks, they make a sound like it’s singing!”

He dragged her out of the library and down the corridor toward the main control room. She laughed again and said, “You’re like a two-year-old with a new toy.” He grinned at her. “Oh, all right,” she gave in. “Let me change into something ‘beach-y’. Be back in half a mo.”

He waited, pacing around the console impatiently, excited that he had found what he believed was the perfect venue in which to begin the gentle wooing of his reluctant companion. He really liked the sound of the word _‘woo’_ and was quietly repeating it to himself.

Unbeknownst to him, Donna was standing in the doorway, observing this odd behaviour. She waited for a moment, bewildered and more than a little amused. Stepping forward, she said, “Practicing to be a steam train?”

The Doctor jumped, startled by her voice close behind him, and not a little embarrassed. He faced the console, needlessly turning a few dials, and tried to explain himself. “Oh! Donna. There you are. I was just, ah, well, you see. Vocal exercises!” he exclaimed. “Just a little voice training I do to, um, uh…”

“Oh, please, stop,” she interrupted. “As much as I enjoy listening to you stumble over yourself, I don’t think I want to know.” She walked over and tapped him on the shoulder. “So, what do you think? Will this do for your beach?”

He turned around and silently thanked his ancestors for developing the respiratory bypass system. Otherwise an involuntary intake of much-needed oxygen would have given him away. The woman standing before him was breathtakingly beautiful. She wore a flattering one-piece bathing suit in a deep royal blue with a revealing but contradictorily modest neckline. Her curvaceous hips were swathed with a sheer multi-coloured sarong tied on one side, giving the Doctor a disturbingly lovely view of her calves. A gauzy over-blouse in a matching blue covered her shoulders and arms, and lay open at the front. She wore her hair in a ginger ponytail and had a large floppy hat in her hand and a straw carryall over her arm.

He stared at her; he couldn’t help it. The colour of the clothing intensified the blue of her eyes and flattered her pale skin. Thoughts of counting freckles came unbidden and, at the moment, unwelcome. He blinked a couple of times and cleared his throat, consciously willing his body not to react. “Well, yes,” he stated quickly, trying to sound as impartial and unaffected as he could. “That is quite a lovely bathing costume, and will do nicely, yes.” He dug into his trouser pockets and rooted around a bit before he grinned and shouted, “Aha! I knew I had some!” Handing her a tube of what she assumed was sun cream, he explained, “The rays of the Karabusian suns are of a slightly higher ultra-violet frequency than Sol’s. Wouldn’t want you getting a burn, now would we?” He turned away quickly, hoping to hide the slight tinge of pink in his cheeks.

Donna stood looking at him, bewildered at his odd behaviour. For a brief moment, she almost thought she saw something in his expression, an intensity, almost a _hunger_! But that couldn’t be right. They were mates. He was a Time Lord and she was just a temp. She told herself he had just been critically assessing the suitability of her choice of clothing.

To get her mind off of such wild imaginings, she held up the tube and said wistfully, “I wish I’d had some of this when I was a kid.”

The Doctor looked over at her. “I was just teasing,” he said quickly. “Was that an issue for you when you were younger?”

She barked out a laugh. “With _this_ colouring? _‘Issue’_ doesn’t come close. Ten minutes out in the sun and I’d look like a tomato with orange frizz. Mum and Dad tried taking me to the beach when I was little, but I’d run off and splash around in the sea before they had a chance to put anything on my skin. Needless to say, after a couple of trips to A&E for treatment of severe sunburn, the beach was off limits.”

“It must have gotten better when you were older,” he stated sincerely.

She sighed. “Well, the sun creams got better but I still avoided the beach. In fact, this will be the first one I’ve been to in, oh, years, I think.”

“Really? Why?”

She dropped her eyes and played with her hat uneasily. “Well, once I hit puberty and … _things_ … starting developing,” she blushed but continued, “it became increasingly uncomfortable, and I refused to subject myself to all that.”

The Doctor forced himself to focus on her face and not the aforementioned … _things_. “What do you mean by _“all that’_?”

Donna could hear genuine concern in his question and not the prurient interest most men would have. She trusted him not to make fun of the situation and was surprised how comfortable she felt confiding in him. “I would get one of two reactions when I put on a bathing suit. Either I’d get whistles and catcalls from blokes wanting to _‘show me a good time’_ , as they put it. Or there’d be jokes about the _‘albino ginger whale’_ that washed up on the sand. In any case, it was a mortifying experience. Oh, I had no delusions about my appearance. I knew I wasn’t a nubile young thing, but that still didn’t make it hurt any less. After that, I just stayed away.” She turned her head so as not to let him see the moisture that had gathered in her eyes.

He _had_ seen her tears and, without conscious thought, he strode over to her and enveloped her in a tight hug. After a moment, he stepped back and put his hands on her face, wiping the tears from her cheeks with his thumbs. “Now you listen to me, Donna Noble,” he began, his voice serious and stern. “You are a beautiful woman. Don’t let **_anyone_ **tell you differently. Beautiful inside and out. And I am privileged to have you as my companion. Those bastards didn’t deserve someone as wonderful as you.”

Donna was stunned to hear the vehemence in his statement. It confused her, while, at the same time, spreading a warm feeling in the pit of her stomach. She wasn’t sure how to react and was cautious of saying anything that would spoil the moment and, possibly, their friendship. Relying on the tried-and-true diversionary tactic of avoidance, she changed the subject. Moving away from him, she asked, “So, what about you? Don’t tell me you’re going out like that.”

The Doctor wasn’t fooled for a moment by her stratagem. He knew he had made her uncomfortable, but didn’t regret for a moment expressing his opinion. He decided to go along with her ruse and looked down at his suit and trainers. “What’s wrong with what I’m wearing?” he asked.

Donna rolled her eyes. “Who wears a suit to the beach?!” she exclaimed. “Is that what people did back on your planet? Sunbath in their shirtsleeves?”

He rubbed the back of his neck nervously. “There weren’t beaches, per se, on Gallifrey. Some lakes. A few rivers. And once I entered the Academy, there was very little time for anything so frivolous as sunbathing. So I’ve never been much of a beach person, myself.”

She looked at him, her eyes wide. “Then why are we here, if you don’t like beaches?!’ she demanded.

He shrugged. “Because _you_ do,” he answered simply. 

Seeing her look of surprise and embarrassment, he rushed through. “So,” he said quickly, walking over to the coral strut he used as a coatrack. “Are we going to stand here talking in the TARDIS all day? There’s some lovely sunshine going to waste out there. From two suns, to be exact.”

Picking up his coat and grabbing her hand, he gave her no chance to respond but practically pulled her along to the ship’s doors, which opened before them without a touch. The Doctor grinned. “See?” he said, “Even _she_ wants us to go!” With a laugh, Donna allowed herself to be lead out.

He had not exaggerated. As they stepped out of the TARDIS, they were greeted with bright, slightly amber sunlight in abundance. It glistened off the orange waves that rolled gently onto the intense cobalt blue sand. The beach stretched for miles and butted up against moderate cliffs of some kind of stone with striations of lavender, spring green, burnt umber and indigo, giving them an opalescent appearance. The area was deserted, and the absence of footprints indicated that it had been that way for a long time.

Donna stood, awestruck. She turned her head to the Doctor and breathed, “It’s beautiful.” He squeezed her hand in reply, and they walked down the beach. They strolled in companionable silence for a while, her eyes flitting here and there to take in the wonder around her. He was watching _her_ , revelling in her delight. His hearts swelled with pride that he had succeeded in bringing her a little joy.

She turned to him as they walked and said, “So, tell me about this place.”

He smiled down at her. “I don’t really know much. Never been here before.” Seeing her incredulous look, he went on, “As I said, I don’t usually do beaches, so I thought to would be fun to explore a new one. Together,” he added quietly.

She smiled up at him and replied, “Well then. Let’s explore!”

As they ambled down the beach, Donna was struck by the utter quiet of the place. Beyond the gentle chiming of the waves – he was right about the sounds they made – there were no birds calling or insects buzzing. She thought this odd, but refrained from mentioning it, fearing that her lack of knowledge about alien topography would make her look stupid and useless. So she kept quiet, instead pointing out bits of what looked like purple shell that dotted the blue sand.

They continued on for some minutes until they came to a small cove, with groups of rocks on one side, forming tide-pools. Deciding that this was an ideal spot, they stopped. Donna dropped her carryall and reached inside to produce two large beach towels. She handed one to the Doctor, who stared at it with a puzzled look on his face. Seeing this, she started to giggle.

“You weren’t kidding,” she chortled as she quickly and smoothly spread hers out on the sand. “You really don’t know anything about beach-going. Give over,” she demanded, rolling her eyes and putting out her hand. “Bloody useless git,” she muttered, but with a fond smile. When he tentatively held it out to her, she snatched it and, with an exaggerated flourish, laid it next to hers.

He looked back and forth between the two towels before raising his eyes to her. “So what do we do now?” he asked sincerely.

She smiled sweetly and took his hand. “These are for later, when we, that is **_I_** , sunbathe. **NOW** we go exploring. Let’s start with those rocks over there.”

He had to grin at her enthusiasm, despite the strangeness of the situation. Gripping her hand tightly, he towed her across the sand with a laughing shout of _“Allons-y!!”_

There were rocks of all shapes and heights, from tiny pebbles to metre-tall boulders. When the waves crested over them, the impact cause the crystalline forms in the water to agitate and create a harmonious sound, and the spaces between the rocks filled with luminous orange liquid. Donna, with the Doctor’s assistance, carefully traversed some of these rocks and came to rest on a large flat stone.

He stood and watched her as she leaned down and ran her fingers through the seawater that had collected in the small basin adjacent to her seat, thrilled to hear her delighted laughter, as the water chimed as it flowed through her fingers. He was caught off-guard when she turned suddenly and gazed up at him, her eyes shining and her smile lighting up her face. He thought she had never looked so beautiful.

She motioned for him to come over and join her. They were sat together playing with the water, making it sing. She knew he was probably a bit bored - he never was one for stationary pursuits - so she asked him for an explanation of the phenomenon, and he complied readily. And went on, at her insistence, to describe the possible types of sedimentary rock that formed the different strata of the cliff face. She listened attentively, and asked rather intelligent questions, prompting him once again to declare her brilliance. This time, to his surprise, she merely blushed a bit and thanked him.

Finally, Donna grew restless with the lengthy treatise on the underlying chemical interactions of rock and soil, and removed her shoes, dipping her toes in the pool at her side. The water was pleasantly cool, and the minute crystals glided over her skin like tiny massage pellets. As he continued to wax poetical about geological structures and hydrothermal fluids, she slowly swished her feet through the pool, enjoying the juxtaposition of the cool water and the warmth of the twin suns.

The Doctor, who had stood and was pacing back and forth in full professorial mode, was startled by a loud shriek from his companion. Turning back to see what had happened, he was surprised and concerned to see Donna hopping up and down precariously on one foot atop the rock, filling the air with some of the most colourful language the Doctor had heard this side of Rantirjen, where cursing was the accepted language of commerce. He raced over to her and took her arms firmly.

“Donna!” he shouted. “What’s wrong?? Stop jumping about and tell me what’s happened.” He gripped her tighter until she turned toward him, still on one foot.

“What’s happened?!” she bellowed. “I’ll tell you what’s bloody happened! It’s got hold of me, the bloody beggar. And it flippin’ **_hurts!!!_** ”

“Come, sit down and let me see.” She leaned against him and he helped her sit back down on the rock, where he knelt and examined her foot. At first, he could see nothing out of the ordinary. It was only when he lifted it up and ran his fingers over the underside of her toes that her sharp intake of breath alerted him to something amiss. He reached into this pocket and pulled out his black spectacles, pushing them up the bridge of his nose and peering intently at the delectable digits. If he wasn’t so concerned about her obvious discomfort, he might have lingered over the task.

“Well?’ she asked anxiously.

“I’m sorry, Donna. I just don’t…..” He paused and his eyes narrowed as he noticed something on the webbing of her fourth toe. “Ah,” he drawled. “There you are, you little devil.” Holding her foot still with this left hand, he stuck his right into his coat again and retrieved a pair of surgical forceps. 

At the sight of them, Donna started and tried to pull her foot from his grasp. “What are you going to do with those?” she asked nervously.

He gripped her foot more securely. “Just hold still, love,” he said calmly. “I see what’s causing the problem and am trying to disengage it with as little damage as possible.” He move the instrument closer, and she could feel the cool surface of the metal brush her skin. Then, with a loud, “Gotcha!” the Doctor grabbed the culprit with the blades of the forceps and squeezed. Donna gave a little squeal and then a sigh of relief, as the pain eased considerably.

The Doctor sat back on his haunches and stared intently at the object he had removed. It was a crab, a tiny thing, less than a centimetre across. It was also very purple. Turning it over, he stared at the four tiny legs that ran down the middle of its lower carapace, which, at the moment, were wriggling wildly. It had two claws which were each twice the size of its body. The oddest thing was the placement of its minute eye: firstly, there was only one, and secondly, it faced _away_ from the front of it body, as if it was looking behind itself.

He examined it for quite a while, until his studies were interrupted by a rather upset ginger. “OI! Spaceman!! A little help here?!?”

He looked up quickly, embarrassed that he forgot his companion and her distress. He dropped the petite crustacean onto the sand and watched it scuttle away. Then he returned the forceps to his voluminous pocket, and knelt closer to her to evaluate her injuries.

There was a definite tear in the skin and a surprising amount of blood, which gave the Doctor a moment of concern. He produced a small first aid kit and began to clean the area between her fourth and pinkie toes clean with a sterile wipe, the alcohol causing Donna to wince and stifle a cry.

“How bad is it?” she asked, with some trepidation.

He looked up sharply at the fear he heard in her voice. He quickly reassured her. “Oh, nothing to worry about. Nicked a bit of a blood vessel, but not the plantar metatarsal artery. The flexor and abductor digitus minimus seem to be intact, as is the medial plantar nerve.”

“Well, _that’s_ a load off,” she said sarcastically, rolling her eyes.

He smiled and continued to minister to her foot. Giving the area another swipe with an antiseptic swab, he applied some ointment, which relieved any residual pain. “The blighter caught the webbing between your toes and latched on. There’s a small cut but all the nerves and tendons seem to be fine. The ointment will dull any pain you have until we get back to the TARDIS, where I can mend the injured tissues in the infirmary.” He finished by affixing a small plaster, and then released her foot.

She wiggled her toes to test both the veracity of his statement about the pain killer, and to see if the plaster was secure. Satisfied with both conclusions, she quickly slipped into her flat shoes and stood up. “Everything’s fine now, right?” she asked. “We don’t need to go back or anything, do we?” Before he could answer, she went on, “I was hoping to get in some sunbathing, is all. This is a lovely place, and I would hate to have ruined our day out by being so careless.”

The Doctor held out his hand to her and assisted her in navigating through the rocks. “Donna, it’s not your fault that a wayward arthropod mistook your toes for a morsel of lunch.”

“Arthropod?”

“Yes, it was similar to what you call a crab on Earth. I was a tad surprised at the strength of its chelae. It seemed to have quite a hold onto you. But no real damage done. We’ll just have to be a little more careful exploring next time.” He turned to look at her. “By the way, I didn’t know you spoke Portuguese,” he stated, referring to her earlier outburst.

She blushed and replied, with a sheepish grin, “I don’t, really. I can swear in five or six different languages, though.” When he raised his eyebrows, she explained, “I temped at an international investment firm a while ago and one night after work, several of the brokers and I went down to the pub. There were some yobbos playing darts in the corner and, the drunker they got, the louder and fouler they got. One of the brokers from South America asked for an explanation of a particularly obscene expression, and the conversation turned into a comparison of native language vulgarities. I made a point to remember the best ones.” She blushed again and giggled.

The Doctor laughed. “I should teach you some Gallifreyan curse words. Add to your extensive knowledge.” She snorted. “What?” he asked indignantly.

“I can’t believe the High-and-Mighty Time Lords would lower themselves to use blue language!” she cackled.

He chuckled himself. “Well, not Time Lords, per se. But the cadets at the Academy were another story entirely. We used to sit around after ‘Lights Out’ and have contests to see who could string together the most creative, elaborate and lewd curses possible. Some of them were positively degenerate! We would have all been, not only expelled, but probably exiled to some backwater planet if we were ever found out.”

Donna stopped him and looked him straight in the eye. “You know, Time Boy,” she said sincerely, “I have a newfound respect for you. I’ll bet you were one of the best at it, the gob you have on you.”

He smirked. “I wasn’t bad.”

“And I suspect that some of those melodious sounds I hear occasionally from underneath the console are more than just innocent mutterings. Especially the ones after you hit your head on the grating.” She watched his cheeks changed from pale to pink. “Yeah,” she nodded. “You can teach me those!” And, grabbing his hand, she lead him down the sand, their laughter echoing off the cliffs.

They had reached the area where they have left their towels and Donna untied her sarong and removed her blouse, dropping them both into her carryall. She sat down on the towel and began to rub sun cream on her exposed legs.

The Doctor’s eyes followed her movements with an almost predatory gleam, but quickly realized there would be serious repercussions if her were caught staring. He turned away from her to gaze out at the ocean, focusing on the ebb and flow of the water, trying desperately to block out the image of her hands gliding slowly over her shin and calf.

He was concentrating so hard on **_not_** thinking about her that he was startled when he heard her voice calling out to him. “Hey. Spaceman.” He whirled around, deathly afraid she had caught him out. He was confused, therefore, to see her holding out the tube of sun cream. “Do me a favour, will you? Put some of this on my back. You’re right. I don’t want a burn and I can’t reach.”

He stared at the tube in her hand, his mouth suddenly very dry. He realized, after a moment, that she was waiting for an answer. Swallowing hard, he put a grin on his face and walked over, taking the tube from her hand. “Of course. No problem,” he replied , hoping he sounded cheerful but unaffected.

Donna noticed the initial pause before he finally answered her, but was at a loss to understand it. She could tell his smile was a little forced and she was a little afraid he was miffed at her for almost ruining their afternoon. Still, he agreed readily, so she passed it off as her imagination running amok again. With a tiny sigh, she reached into her carryall and took out a small pillow and a large hair clip. Piling her ginger locks into a messy topknot and securing it with the clip, she lay down on her stomach and tucked her arms under the pillow.

If the Doctor thought he could remain dispassionate about this little endeavour, he was sadly mistaken. Dispensing the sun cream onto his hands, he gazed at the expanse of bare skin revealed by the low-cut back of her bathing suit. _‘Rassilon,’_ he swore to himself, _‘she has the most beautiful skin.’_ He sighed. _‘And freckles. Gods ,give me strength, those freckles.’_

Steeling himself for the task, he knelt beside her and began to smooth the cream over her back, willing himself to remain calm and detached; no mean feat, that, he acknowledged. Better to get it over with quickly, before he disgraced himself and ruined a friendship.

He was moving so tentatively that Donna groused, “Can you get on with it? You’re blocking my sun!”

Gritting his teeth, he decided to just plough through. Hastily, he disbursed the cream over her lower back grazing the edge of her bathing suit. Moving up, he felt a little more confident and rubbed her shoulders and upper back a little more firmly, attempting to cover her skin as evenly as he could. Concentrating on his task, he wasn’t aware of the effect it was having on his prone companion.

“Ahhhh!” Donna sighed. “That feels amazing.” 

He smirked a little and kneaded her shoulders a little harder. “Glad to be of service. Is there anything else I can get Madam?”

Donna didn’t open her eyes but waved a lazy hand at him. “No. That will be all, Trevor.”

_‘Trevor?’_ he mouthed and shook his head. Standing up, he decided not to torture himself or tempt fate by remaining by the semi-clad, recumbent Donna, so he took a little stroll over to the cliffs, to examine the mineral deposits in the strata. It was a bit of a walk, and it gave him time to get his mind, emotions, and body back under control.

The cliffs were actually quite fascinating, and he took several samples of the mineral deposits to catalogue when they returned to the TARDIS. He was absorbed in this scientific discovery when the quiet of the beach was rent with a loud scream. 

Donna was lying in the suns, soaking in their gentle heat, completely relaxed by the Doctor’s impromptu massage. He was remarkably good at it, and she made a mental note to make use of that skill the next time they had a particularly stressful adventure. She was drifting off, her subconscious mind taking a little diversion into other avenues that those talented fingers could take, when she was aware of movement around her feet.

At first she thought it was a breeze blowing sand over her toes, and she thought nothing of it. Gradually she became aware that the light touches had turned into something a little more defined. Assuming an insect or two had been attracted to the scent of her sun cream, she shook her foot gently to dislodge the offender. The pests persisted, and finally she sat up a little to wave them away with her hand.

What she encountered was not a few little flying annoyances, but dozens of the tiny purple crabs like the one that had bitten her earlier. She scrambled into a sitting position and began to furiously brush them off but they scuttled back as quickly as she did. Some at even attached themselves to her suit and were hanging on. They soon were joined by dozens more, and, as she stood to use the towel to swipe down her legs, she looked to her left. That was when she screamed.

The Doctor dropped the specimen he was taking and pelted back down the beach, bellowing Donna’s name. When he reached her bathing site, he stopped dead at the sight. The sand was covered with hundreds of purple crustaceans, some tiny like the one he removed from her foot earlier, others almost a half-metre in diameter with green mottled spots on their backs. His companion stood frantically wielding her towel like a whip, attempting to fend them off long enough for her to gather her belongings. Somehow, she had managed to tie her sarong around her waist and slip into her shoes.

He ran to her side and quickly pulled out his sonic screwdriver, thumbing it to a particular setting and aiming it at the oncoming hoard. “Cover your ears, Donna,” he instructed, and then let go an ultrasonic pulse that would have pierced her eardrums had she not been warned. It was still very unpleasant but effective. The creatures dropped from Donna’s clothing and skin, and squealed a high-pitched sound as they burrowed into the sand.

“Blimey!” she exclaimed. “That was worse than that thing you did with the Matron’s sonic pen!” Quickly she began to pick up her belongings and stuff everything into her carryall.

“Seems to have done the trick,” he stated, a little smugly. But, as soon as words left his lips, the sand began to shift and glimpses of purple shell could be seen emerging. Donna screamed again, as one of the larger creatures appeared right at her feet and lunged at her, snapping its enormous claws dangerously close to her ankle.

The Doctor grabbed her around the waist and swung her away from the attacking beast, preventing it from inflicting more damage than a long scratch on her shin. “Run!!!!!” he shouted, grabbing her hand, and they sprinted down the beach toward the TARDIS, their feet kicking up blue sand. Hundreds of purple crabs followed them, scuttling sideways, their overly-large claws snapping as they ran. They were incredibly fast, surprisingly so, given the placement of their four tiny little legs. Occasionally, some of them would lurch forward and manage to attach themselves to the hem of the Doctor’s coat, and he would pull them off as he ran.

As they neared the TARDIS, he threw himself at the door, scrambling to unlock it. A few crabs nipped at Donna’s feet as she waited impatiently for the Doctor to open the door, and she kicked them down the beach into the crowd. She was thankful that she had opted for flats instead of the sandals she usually wore to the beach. The Doctor flung the door open and dragged her in, slamming the door and leaning against it.

Donna stormed past the Doctor into the room. She turned to him and glared, her face red with anger and her straw hat askew from the flight down the beach.

“ _A nice, relaxing day at the beach_ , he says,” she grumbled loudly as she took off her shoes and poured copious amounts of blue sand onto the floor. “ _It’ll be fun_ , he says. _Blue sand and orange water_ , he says. Never said anything in your guidebook about giant purple spotted carnivorous **_crabs_** , did it, Sunshine?! If you’re tired of having me around, just say so, and I’ll pack my things. You don’t have to feed me to the native fauna!!” She dragged the hat from her head and shook out her ginger hair dislodging a tiny creature, which quickly scuttled away. Walking away from the Doctor, she declared, “I’m having a quick wash. Then,” she shouted as she turned the corner, out of sight, “I’ll be in the library. **_Relaxing_**!”

The Doctor watched as she stormed away, his eyes wide, stunned at her outburst. He started to say something about attending to her injuries, but quickly thought better of it, as he listened to her mutter and grumble as she disappeared down the hall. He took off his duster and carelessly tossed it in the direction of a coral strut. He stood at the console, leaning forward with his hands braced and his head bowed.

How had it all gone so horribly wrong? He thought he had found the perfect place to begin his wooing, a beach where he would show her how he cared about her needs and wants. Instead, once again, he had put her in jeopardy, and actually gotten her _injured_ this time. And now she was asking to be taken home. That thought devastated him. He _would_ , of course, if that were her wish. But it would shatter his hearts to do so. He sat down heavily on the jumpseat and covered his face with his hands.

Donna, meanwhile, had stomped her way back to her room. She pushed the door open forcefully, dumped the carryall and her hat on the floor, and, kicking her shoes off, continued straight through to the en-suite. The shower was already running and, stripping off her sarong and bathing suit, she stepped in. She stood there for a few moments, shaking with the aftereffects of fear and anger and adrenaline.

Gradually, the warm water and gently massaging spray calmed her down and she began to relax. She washed her hair and sponged the sticky sun cream off her body, wincing slightly as she passed over the scratch on her leg. It wasn’t deep, but she thought she should have the Doctor take a look at it.

The Doctor. _‘Oh, hell,’_ she thought, leaning her head against the tiled wall. _‘I really should go apologize. I was horrible to him.’_

She felt the TARDIS chuckle. _‘He’ll survive. My Thief needs to learn to think things through more carefully. It will do him good to worry a little.’_

Donna was surprised to hear the ship speaking about him that way, and she wasn’t sure she agreed. She hated upsetting or disappointing him. But the TARDIS assured her it was for the best, so she shrugged and turned off the shower.

A while later, she was sat in the library, one foot tucked under her on the armchair, a pot of tea, two cups and a plate of biscuits on the side table. She read quietly, sipping her tea and studiously ignoring the man standing in the doorway. Finally, without looking up, she said, “Oi! Spaceman! Are you gonna stand there all day, or are you gonna come in and have some tea?”

“Sorry,” the Doctor said quietly. “I didn’t want to disturb you.”

_‘Oh, that’s not good.’_ She inwardly grimaced at the dejected tone of his voice, but she agreed to go along with ship’s direction on how to handle the situation. Marking her place, she closed her book and said, “And a skinny little alien in a blue suit hovering about watching me read isn’t disturbing?”

“Sorry,” he said again.

_‘I hate this.’_ “Well. Come on then.”

He slowly walked into the library, hands shoved down in his pockets, and sat down in the armchair on the other side of the table, his eyes on the floor. He remained silent for a long while and, just as Donna was about to make another snarky comment, he slowly looked up and said, “Donna, I am so, so sorry about today.”

She decided _‘to hell with the TARDIS’_ and tried to soften her response, keeping the conversation light. “What? You mean the hundred-metre dash down the beach? Or the carnivorous purple crabs?”

“Both. Either.”

“Well,” she snickered, “I have to admit it _was_ pretty funny watching you try pluck those little devils off your coat and run at the same time. Or it _would_ have been, if it hadn’t been so terrifying at the time.”

“That’s just it!” the Doctor declared, jumping up from the chair and pacing back and forth. “I can’t seem to get anything _right_! Every plan I make goes horribly wrong. The Library. Midnight. Even Shan Shen could have been a disaster! I just wanted to show you something beautiful. Instead, I almost got you killed! I wouldn’t blame you if you regret ever looking for me again.” He sat back down with a sigh. He looked over at her and asked softly, “Why did you, Donna? Why did you come back?”

Donna was stunned at the vehemence of his comments. “What?” she asked, not believing what she was hearing. “What are you going on about now? Why did I come back?” She stared at him like he was asking her why she breathed. “I told you. When we were fighting that Nanny woman at Adipose Industries. Everything was different after you left. Nothing was ever the same. What you had shown me was wonderful and exciting and, yeah, a little scary, okay, sometimes terrifying. But it’s definitely worth it, believe me.”

“So,” the Doctor said slowly. “You don’t want leave?”

“Leave??” she said, incredulously. “Why would I want to do that?”

“Martha did,” he said, a little sadly. “She finally got tired of it all and _‘got out’_ , as she put it.”

“Well, Martha was a bloody great fool, in my opinion! Who would _ever_ want to leave this? Listen, Sunshine. If you think a few feisty crustaceans could run me off, you’re barking mad.” Donna leaned forward and took his hands in hers. “I’m sorry I yelled at you earlier. I said some terrible things that I really didn’t mean. I wasn’t angry, so much as scared. I know you’d never hurt me intentionally.” She dropped his hands and picked up the plate from the table. “Now, tell me I’m forgiven and have a biscuit.”

The Doctor smiled broadly, relieved that she wasn’t going to walk out on him, that she really did want to be here with him. Maybe he had another chance to get it right. He snagged a Jammy Dodger and replied, “Of course, you’re forgiven. As long as _I’m_ forgiven for putting you in harm’s way. Speaking of that, I really should have a look at that scratch. No telling what kind of alien bacteria those creatures were carrying.”

Donna looked at him, her eyes narrowed. “If you’re trying to scare me again, you’re doing a bang-up job.”

He gave her a sheepish look. “Sorry. Again. Let me just go and get some ointment and a bit of dressing. We’ll have you fit in no time.”

She laughed and picked up her teacup. “Go on, then. I’ll wait here.”

He bounded up, all trace of the brooding Time Lord gone. Donna smiled to herself and reached for her book. The Doctor hesitated in the doorway. Then he walked back and put his hand on her shoulder. “Thank you, Donna Noble,” he said softly, looking down at her with a warm, gentle smile.

She reached up and squeezed his hand. “Any time, Spaceman.”


	7. Part 7

_Previously …._

_He bounded up, all trace of the brooding Time Lord gone. Donna smiled to herself and reached for her book. The Doctor hesitated in the doorway. Then he walked back and put his hand on her shoulder. “Thank you, Donna Noble,” he said softly, looking down at her with a warm, gentle smile._

_She reached up and squeezed his hand. “Any time, Spaceman.”_

The Doctor entered the infirmary and began to collect the items he needed to minister to Donna’s wounds. He opened several cupboards before he found a broad-spectrum antibiotic ointment that was safe for humans. He hadn’t been joking when he mentioned the possibility of the crustaceans carrying diseases. He was fairly certain that the inoculations that he administered to all of his companions as a precaution would be effective against allergens, bacteria, viruses and parasites in most of the known galaxies, but he wasn’t about to take a chance with the health of the most important woman in all of creation.

Donna looked up as he returned to the library with a small basket, containing all the items everything would need to attend to her injuries. She was curled up in her armchair, sipping tea. She stifled a self-conscious giggle as he knelt down at the foot of the chair and placed the basket on the floor next to him. She was glad she had opted to don a soft knit track suit after her shower, as the loose bottoms gave the Doctor easy access to the affected limb.

He neatly folded the fabric up over her knee, placing her foot on his thigh for stability. He mentally braced himself against the flash of inappropriate feelings that would overwhelm him if he let them. With almost clinical detachment, he began washing the long scratch on her shin. It was actually a little deeper that he first imagined and he had to hide a cringe at the sight. Donna’s shower had removed most of the sand and other debris but he wanted to make absolutely sure that there was nothing that would hamper the healing process.

He gently smoothed a cotton pad that was saturated with a medicinal cleanser over the abraded tissue, taking care to cause as little discomfort as possible. After drying the area with another pad, he smoothed the antibiotic ointment on the wound, and then applied self-adhesive bandages to the long scratch. Finally, he lifted her foot and removed the make-shift bandage on her toe, cleansing the webbing that the tiny crustacean had nipped, and applying the same ointment and bandage.

“There you go,” he said, lowering her foot to the floor and easing the fabric back down over her leg. He was proud of himself for not lingering over the procedure and resisting the urge to caress her exposed calf. Depositing everything into the basket, he sat down in the other armchair and continued. “I can repair the damaged skin and tissues with the dermal reconstructor, and you’ll be a good as new, no scarring or anything. You’ll never know anything had happened.”

Donna smirked and joked, “Well, except for the memory of the mad dash down the beach and thousands of purple crabs snapping at us.”

The Doctor looked at her, concerned. “I can take the memory away, if you like.”

Donna stared at him, her eyes wide with shock. Reaching over and smacking him hard on the arm, she cried, “Don’t you dare!! Don’t you ever even **THINK** about taking away my memories, Sunshine! Everything we do, everything that happens to us, makes us who we are. I want to remember everything, do you hear me?!? Good, bad or boring, every minute I spend with you is something I want to treasure.”

He was taken aback at the vehemence of her reaction. “Sorry!” he exclaimed. “I’d never do anything against your will. I just thought it might make it a little easier, not remembering some of the horrors we sometimes face.” He rubbed his arm absently, angry at himself for upsetting her. He looked up to find that she had gotten up and moved closer.

“Oh, my poor Spaceman,” she crooned, ruffling his hair lightly as she sat on the arm of the chair. “It’s so sweet of you to worry about me. But I’m not some fragile young thing that needs protecting.”

He tried not to lean into her hand as it ran over his head. _‘No,’_ he thought. _‘Of course, you need protecting. You are the most precious thing in my life. And you are more fragile than you allow yourself to see.’_ He reached up to stop her hand before he could embarrass himself by purring like a contented feline. “Nonsense,” he retorted. “All humans are fragile. I will admit that you are more capable than many of my former companions, but I still reserve the right to protect you whenever possible. It’s in my job description,” he quipped, “right after _‘Preserver of Timelines’_ and _‘Intergalactic Space Cowboy’_!”

Donna laughed loudly at this. “ _‘Space Cowboy’_?!” she snickered. “More like _‘Space Dumbo_!”

Relieved that they had resumed their easy banter, the Doctor stood and held out his hand. “I don’t know about you, but all that running has made me hungry. Let’s see what we can cobble together in the kitchen.” As they walked down the hall, he stated, “I have one last precaution I wish to take concerning your injuries, but it requires that you have a full stomach.”

“You’ll find any excuse to get me to cook, won’t you, Time Boy?” she responded with a chuckle.

After a simple meal of bangers and mash – the Doctor insisted on something more substantial than tea and biscuits – he refilled her glass of juice and handed her a large blue pill. She stared at it as it lay in the palm of her hand.

“Is this really necessary?” she asked, sceptically.

Taking her hand and curling her fingers over the it, he nodded. “I just want to make sure,’ he replied. “I couldn’t bear it if anything happened to you.” He took a breath and continued. “But I want to be completely forthcoming. That also contains a mild sedative to help you sleep. You need a full eight hours of unbroken, uneventful sleep with no dreams, no tossing-and-turning. Just a deep healing sleep.” He removed his hand, reluctantly. “The tissue reconstruction can be done in the morning, when you’re refreshed.”

Donna was grateful that he hadn’t tried to slip her the tranquiliser, that he was open and honest about his intentions. She smiled at him and said, “So you weren’t going to spike my tea again, eh?” She chuckled when he blushed slightly at the mention of the blackberry brandy incident. Patting him on the arm, she said, “No worries, Spaceman. I am feeling a bit knackered anyway.” She placed the pill on her tongue and washed it down with the last of her juice. She opened her mouth wide and stuck out her tongue for him to inspect. “Satisfied?” she asked.

“Cheeky,” he smirked. “Now, off to bed with you.” He took her by the elbow and led her out of the kitchen.

Donna did indeed awake the next morning refreshed, just as the Doctor had promised. She got out of bed and had a quick wash-up in the en suite, opting to forego her shower until the Doctor had removed the bandage and repaired her damaged leg. She was stood at the sink, brushing her teeth, when she heard a tentative knock on her bedroom door.

“Donna?” the Doctor called out. “Are you presentable?”

“If you mean _‘Are you covered enough so as not to blind me with all that pale skin?’_ then yes. Come on in.” She stepped out of the en-suite, tying the belt to her dressing gown tightly. “I’ll get dressed after you finish whatever you need to do. I reckon it’ll be easier without trousers in the way.” Seeing the small tray he carried, she asked, “Are we doing this here?”

The Doctor felt his mouth go suddenly dry, which surprised him. It’s not as if he had never seen her in her dressing gown before. They would often don their jim-jams and watch a film together on the settee in the media room, a tub of popcorn between them. But he didn’t regularly visit her bedroom. And this was the first time said dressing gown concealed so little – or so much. He swallowed and busied himself by placing the tray on the bed and sorting through the items.

Donna was confused by his reaction. Granted, he hadn’t been in her bedroom when she was in quite this state of undress. But he was the Doctor, for heaven’s sake! He was here to perform a medical procedure. Glaring a little, she snapped at him. “Well?? Can we get on with it? Where do you want me?”

The Doctor shook himself and answered quickly. “Here is fine.” He helped her to sit on the bed with her back against the headboard and adjusted the pillows so she could prop herself up comfortably. He joined her, sitting on the edge of the bed and gently laying her leg on his thigh, being very careful to keep the fabric of her dressing gown closed and covering as much of her as possible.

“This looks good,” he said, examining the scratch. “It seems to be healing nicely.” Reaching over to the tray, he picked up a small jar of clear gel and dipped his fingers into it. Donna had to stifle the chuckle that threatened to escape. The movement reminded her so much of the times she’d caught him with his fingers in the marmalade. It went without saying that they now had separate jars.

He slowly and carefully smoothed the cool gel over the damaged tissue, explaining as he did so that the gel was to prepare the tissues before using the dermal reconstructor. He then brought out an instrument not unlike his sonic screwdriver in shape. This implement, however, had a round, flat paddle at the business-end. He told her he was going gently press this paddle over her leg and reknit the muscle and dermis, repairing her injuries and making her skin as flawless as it was before.

As the Doctor began his ministrations, Donna leaned back against the pillows and closed her eyes. It wasn’t that she was frightened of the procedure – she was certain the Doctor would never hurt her. She just didn’t have the desire to watch her flesh restore itself like something out of a science fiction film. As it was, his touch was so gentle that it was almost a caress. She forced that thought to the back of her mind. It would never do to let her imagination run amok like that.

After a few short moments, he eased himself out from beneath her leg and stood, returning the medical tools to the tray. He smiled and moved toward the door. “I’ll leave you to dress, and go get breakfast started.”

Donna smiled back. “Thanks, Spaceman. I’ll see you in about a half-hour.”

He stepped out into the hall, but ducked his head in the doorway. “Oh,” he said. “And throw a few things in a bag. We may be gone for a few days.” He retreated back down the hall before she could respond.

The Doctor made a quick stop at the infirmary to deposit the tray and continued on to the kitchen. He began assembling ingredients and utensils, and set about making breakfast. He knew Donna would never be as long as the half-hour. She was a remarkably quick dresser and rarely kept him waiting. So the potato scones were in the warming oven, bacon was sizzling in the pan, and he had just cracked several eggs into bowl and was adding a bit of crème fraiche, when Donna entered the kitchen. 

He had known she was coming; he could smell her shampoo and body wash. He loved that fragrance that was uniquely Donna’s, floral and spice and a hint of citrus. It was a heady mixture, and he had to remind himself not to sniff the air too noticeably, thereby risking a Noble slap. He smiled at her and handed her a mug of coffee, made just the way she liked it.

She took the mug and thanked him, drinking in silence for a moment. Then she put it down on the table and reached over to take the bowl from his hand. “You always whisk too hard,” she explained with a grin. He surrendered the mixture with a corresponding grin and turned back to the fry pan.

They prepared breakfast with very little comment, both enjoying the silence. They didn’t need to always be chattering at each other. It was one of the things they both cherished about their friendship, that words were not necessary sometimes. It wasn’t until they had tucked into the meal that Donna spoke.

“So, Spaceman. Are you going to tell me why I needed to pack a bag?”

The Doctor chewed the entire strip of bacon he had just shoved into his mouth and swallowed before he replied – Donna had gently reprimanded him in the past for his eating-and-talking habits. “I thought we’d take a bit of rest at a resort planet I …” he stopped abruptly, having seen Donna’s face go pale. “Donna? What is it?”

Donna put her fork down and said, as calmly as she could, “A resort? Are you sure? I mean, after Midnight …”

He was touched at her concern for him, and his hearts did a little flip. Giving her a reassuring smile, he replied, “Oh, not that kind of resort at all. More like a rustic retreat than a resort. In fact, Cotter Palluni’s World is …”

It was Donna’s turn to interrupt. “Hold on,” she demanded. “I know that name.” She thought a moment. “Yeah. During the ATMOS thing. When you assumed …” She watched as his face took on a slightly pink hue.

“Yes, yes,” he cut her off with an embarrassed grin. “When I was being a _‘great big outer space dunce’_. Making me think you were leaving me for good. You’re a right tease, you are,” he groused, snagging a bit of scone from her plate and popping it in his mouth.

“Dumbo,” she countered, scooping up a forkful of egg mixture. “As if I’d ever leave all this.” She chewed thoughtfully for a moment. “You’re stuck with me forever, I’m afraid.”

The Doctor wanted to shout _‘YES!!!’_ and pump his fist with joy but schooled his features so as not to betray his feelings. “Quite right too,” he retorted with a smirk. “So, as I was saying, Cotter Palluni’s World is mountain refuge, catering to people who want a quiet place to unwind. There is a hotel of sorts, well, a lodge really, and cabins amid the trees.”

“Sounds lovely, if a bit on the mundane side for you. What’s the catch?”

He drew himself up in righteous indignation. “You’re so suspicious!” He speared another potato scone and dropped it on his plate, liberally coating it with jam. “Actually, it does have one unique feature, and the reason I wanted to bring you there. The lightning skies.”

“Lightning skies!” Donna exclaimed. “That sounds dangerous. Are you sure this is a good idea?” She was still thinking of the traumatic events their last resort vacation.

As if he were reading her mind – which he wasn’t; she just had an expressive face which he had become adept at interpreting – the Doctor responded quickly. “There’s nothing to worry about. No sapphire waterfalls, no xtonic sunlight, not even a spa! Just nature trails, some mineral springs, and even a few interesting native creatures.” His eyes lit up with excitement. “There is a squirrel-like being that is so accustomed to visitors that they will come right up and eat out of your hand!”

He didn’t notice Donna’s involuntary shudder. Memories of purple crabs flashed in her head and she stated firmly, “I think I’ll leave the fauna to themselves, if you don’t mind.”

“But Donna,” he whined. “They’re absolutely adorable.” Seeing the sceptical look she was giving him, he decided that he’d just have to show her and changed the subject. “In any case,” he continued. “It’s the lightning skies that are the real treat.”

“I don’t know. It still sounds a bit foolhardy.”

“Oh, where’s your spirit of adventure??” he asked, nudging her arm. “I’ve been here before, Donna. I know what to expect. The lightning is completely airborne; it never touches ground.” Realizing she was not being convinced by his enthusiasm, he tried another tactic. “It’s just an atmospheric condition, like the Aurora Borealis, the Northern Lights. Something pretty to look at but harmless.” Reaching for her hand, he gave her his most sincere smile. “I really think you’ll enjoy it. Trust me.” He gave her hand a squeeze. “Please?”

Donna wasn’t at all immune to the pleading in his voice so, against her better judgment, she replied, “Alright. Since you seem so keen on it. Let me do the washing up and we can go.” Donna laughed as the Doctor, in his eagerness to begin their adventure, bounded up from the table, plates in hand and dashed to the sink. They finished up in record time and, grabbing his coat and a small duffle in one hand and her overnight bag in the other, he practically pushed his companion out the open doors.

The TARDIS was nestled in a small copse of trees. What Donna noticed right off was the clean smell of something like pine but slightly more spicy, and the cool fresh breeze that rustled the needle-like leaves around them. The Doctor once again was stirred by the look of utter awe and excitement that shone on her face as she took in her surroundings. There were tiny, brief flashes of light above them, but the overhang of the trees diffused it.

They had arrived on Cotter Palluni’s World at midday. The dual suns were at their zenith, two orange balls slightly offset from one another, combining to shine a bit more vibrantly than Sol, but surprisingly not increasing the temperature. Donna shielded her eyes and could just make out multiple currents of light passing between wispy cloud formations. She assumed these were the infamous ‘lightning skies’ the Doctor mentioned.

As they left the trees and strolled down the cobbled paths, they began to see signs of civilization. They passed small, isolated cabins nestled among groups of trees. The further they walked, the closer together the cabins became, until they reached an area that looked like a small housing estate. In the midst of this was a large lodge-like structure, bearing the name ‘Palluni Pavilion’, with a smaller building next to it that was identified as the ‘Visitor Centre’.

The Doctor headed straight for the Pavilion, politely opening the door for his companion, and marched over to the Reception Desk. Setting down their bags, he gave the humanoid female with pale blue skin who greeted him a dazzling smile and said, “Dr John Smith and Miss Donna Noble, checking in.”

She watched with amazement as he handed the receptionist, not his usual psychic paper, but an actual bank card. Seeing her confused expression, he leaned over and whispered, “I only use the … um …other thing as identification or to gain entry into places. I would never defraud an honest business.”

Donna rolled her eyes and, reaching for the card as it was returned to him, was stunned to see the rearing horse logo of Lloyds Bank of London. She hissed back at him, “You’ve got an account with Lloyds?!”

The Doctor finished signing the registration card and picked up two keys. Thanking Lore’lii’a – he had glanced at her nametag – he took Donna’s hand and headed toward the lift. Once the doors closed, he turned to her and said, “Yes, I have an account with Lloyds. And with Barclays. And a couple with the Bank of Scotland, if I remember correctly.”

She gaped at him, truly astounded. “But I thought you said you didn’t have money! What was that whole cashpoint thing about when we needed a taxi?!” she exclaimed, thinking back to when they first met.

He sighed. “I didn’t have any **_on_** me, at the time. And I don’t carry my cards unless I know they’re going to be needed for security reasons. Identity theft. It’s rampant all over the galaxy.” Seeing the sceptical look she was giving him, he said quickly, “I started carrying some cash after that, you know. In case of emergencies. You taught me that.”

She was mollified by his explanation and more than a little pleased again to hear his declaration that he had modified his behaviour because of her. Before she could reply, the doors to the lift opened, and they stepped out. Donna had expected to be on the topmost floor, as the Doctor usually went in for the lavish suite. She was surprised, then, to find herself in an ordinary-looking hall with two doors on either side.

She followed him to one pair of doors and stood quietly as he inserted a key – an actual metal key, not one of the modern swipe cards – into the door on the right and opened it, gesturing for her to enter ahead of him. The room was simple but well appointed. Turning to him, she remarked jokingly, “What? No Presidential Suite?”

She was puzzled to see him blush slightly and rub the back of his neck nervously. “I know I sometimes embarrass you with my extravagance,” he explained. “And I thought, after recent events, you’d appreciate having a room all to yourself.” He quickly walked over to a door on the far left wall. “They’re connecting rooms. Double doors, with a bolt on each side. I’ll leave mine unlocked, just in case.” Smiling shyly, he continued, “But lock yours, if it makes you feel more comfortable.”

Donna was more than a little confused by his sudden concern regarding boundaries. He was never one for noticing when he encroached on one’s personal space. But, if she were honest with herself, she was intrigued and more than a little flattered that he would show such deference to her needs. It caused a little flutter in her chest that she tried not to analyse too closely. She just knew it made her happy, and left it at that.

The Doctor walked slowly back to the open front door, standing self-consciously in the doorway. “I’ll just go and let you get settled. There’s a presentation at the Visitor Centre in about an hour that I thought you’d like. See you a little later.” He stepped out of the room and quietly closed the door.

He entered his room and threw his coat by habit over the armchair. He gave the tiniest of smirks as he thought back over the last few minutes. He was sure that Donna didn’t realize that he caught the small smile that appeared on her face as he was showing her the connecting door. He hoped this meant he was starting to work his way into her heart. He flopped on the bed and lay there, arms crossed behind his head, thinking of all the things he could do to encourage her.

Donna was not in the least surprised when, in exactly 62 minutes and twelve seconds, she heard a knock. She knew her Spaceman had an incredible sense of time, and, as he was basically a child, his attention span and enthusiasm wouldn’t permit him to sit idly by when there was an adventure waiting. What did surprise her was that the knock came at the main door to her room, not the connecting door. She had had visions of him pacing back and forth at the thin little divider until a reasonable amount of time had passed.

She walked over and opened the door, and was greeted by the Doctor fairly bouncing on the balls of his feet. She chuckled to herself as she dropped her key, lipstick and wallet into her jacket pocket. “You know, you could have come through the connecting door,” she said with a smile.

The Doctor looked surprised at this statement. “I’m not that presumptuous,” he protested. “A gentleman always comes to a lady’s front door. Now, come on. I want to get a good seat.”

Donna just smiled and shook her head. She wasn’t sure what to make of this new ultra-polite Doctor but, as long as he didn’t get too weird about it, she was happy to go along for the ride. They took the lift down to the lobby and joined the queue of people entering the adjoining lecture hall. He purposefully led her to the last row of seats, and she soon found out why.

For the next ninety minutes, the Doctor proceeded to comment on, chuckle at, correct, criticise, and generally mock the presentation, all done in relatively low whispers. Donna tried several times to shush him, reminding him that, while he had been here before and heard the explanations, **_she_** hadn’t! At one point, she actually resorted to clamping her hand over his mouth, but his look of affronted dignity reduced her to helpless giggles, and she relented.

At the end of the lecture, Donna was no more informed about the phenomenon of Cotter Palluni’s World, but had been greatly entertained by the Doctor’s antics. As they exited the hall, he pulled her to one side where a series of photographs were displayed. They were magnificent representations of the famed lightning skies, shot by both professional photographers and amateurs, visitors to the planet. 

Seeing a brightly lit window just beyond the displays, it was Donna’s turn to drag her companion. When he resisted and grumbled about wanting to look at the pictures longer, she merely pointed in the direction of the window. He fairly squealed with delight.

“A little shop!” he exclaimed. “I _LOVE_ a little shop.” And he was off, as she knew he would be.

The shop was filled with the usual touristy souvenirs: spoons, thimbles and key fobs with tiny enamelled lightning bolts, t-shirts proclaiming _‘I Survived the Lightning Skies’_ , postal cards, and reprints of some of the photographs from the display in the lobby. But it was the small glass globe that, when one raised a finger to the surface of the glass, a small electrical current followed, creating a tiny trail of lightning, that caused him to giggle like a schoolgirl. 

He was so enchanted with the bauble that Donna nudged him toward the tills. “Go on, buy the bloody thing. You know you want to.” He looked at her expectantly. “Just no taking it apart to figure out how it works.”

He bounced a little and stated, “No need. I was there when Nikola created the first plasma globe.” In his enthusiasm, he forgot himself and leaned over and kissed her soundly on the cheek. “Thank you, Donna. You’re the best!” Then he scampered over to pay for his new toy, leaving Donna a little stunned.

After completing his transaction, he grabbed Donna’s hand and practically dragged her out of the shop. As they crossed the lobby, he directed her toward the lifts, explaining that he had to talk with the concierge, and to please wait for him there. She stood by the doors, watching him as he engaged in a brief but animated conversation. Her curiosity was piqued even more when he put his hand in his pocket and stealthily produced a lump of pale orange crystal, and handed it to the young female.

She was filled with curiosity, and not a little suspicious, as he bounded back to her. “What was that all about?” she asked.

He gave her a little smirk. “Oh, nothing really,” he said, offhandedly. “Just checking a little detail.” The lift doors opened, and he motioned for her to precede him.

Donna stared at him with narrowed eyes. She hated it when he went all enigmatic. She leaned against the back of the lift with her arms folded. He was up to something; she was sure of it. But she refused to ask.

The doors opened and The Doctor stepped out, reaching for Donna’s hand and leading her to _his_ door, confusing her further. Turning the key, he opened the door widely and stepped back out of the way. She reluctantly edged closer to the door, not sure what to expect from her mercurial companion. As she peered in, the sight before her was one that she would never have imagined. The room was aglow with the soft light from several large floor-standing candelabra, and in the centre stood a table with crisp pale blue linen and covered dishes.

Donna’s first reaction was to blush furiously at the obvious ambience, and she walked into the room quickly, so the Doctor would not see the pink tinging her cheeks. She was conflicted. Part of her wanted desperately to believe this was a romantic overture, but the deeply ingrained scepticism and lack of self-worth pushed itself to the fore, and she sighed.

Turning back to him, she asked, with a touch of bitterness, “So what’s all this then?”

By this time, the Doctor was well attuned to the nuances of his companion’s voice and realized that, rather than pleasing her with his gesture, he had yet again only succeeded in upsetting her. _‘This wooing business is more complicated that I imagined!’_ he thought _. ‘Best do some damage control.’_ He strode purposefully toward her and explained, “It’s dinner, obviously. I thought you might like to try some of the native cuisine without the prying eyes of others in the restaurant. Multi-species dining can be an … **_interesting_** … experience.”

Donna suspected his explanation was an improvisation on his part, since she had never been squeamish about meeting aliens. But there was a hint of truth to it. The eating habits of some of them, especially the many-limbed variety, could be a horror show. Perhaps he _was_ being thoughtful. But how did the candles fit in? She was confused, and she hated being confused, especially by the Doctor.

Seeing her glance slowly around the room, her brows furrowed and her eyes shielded, he realized that he may have gone a bit overboard with the lighting. Taking her hand, he led her to the table and held out the chair for her. “I hope you don’t mind the candlelight,” he said, praying it sounded nonchalant. “I find the artificial light in most hotel rooms to be rather harsh and hard on the eyes.” He leaned back in his chair, watching for the slightest indication that she was offended or bothered.

Donna had travelled with the Doctor long enough to be recognize his moods, and, despite his attempt to look casual, tension fairly crackled around him. It suddenly occurred to her that he was nervous, that he was anxiously waiting for her to say something. His recent behaviour baffled her, but nothing as much as this current situation, which any rational person would presume to be a romantic dinner. She mentally kicked herself. This was the Doctor. Romance wasn’t a part of his makeup. He must be worried that she **_would_** read more into his gesture than he intended.

“You didn’t have to go bonkers, Time Boy,” she said, hoping to alleviate his unease. “A simple supper would have been fine.” She watched as her words had the desired effect, his body language changing from tense alertness to a more relaxed calm. She was sure he wasn’t even aware that he had been holding himself so tightly.

Greatly relieved, he smiled sweetly. “I wanted to do something special for our first night here. I never did thank you properly for your thoughtfulness after the Midnight debacle. You were so kind to me that night, ordering my favourite foods and what not. I just wanted to reciprocate.”

Donna could hear the sincerity in his voice, and she realized she was tired of trying to find hidden meanings in everything the Doctor did, of second-guessing his motives or intentions. It also wasn’t helping that the smells wafting from the covered dishes were making her stomach growl and her mouth water. _‘To hell with it,’_ she thought. _‘To hell with being suspicious about every bloody move he makes. He’s being kind and thoughtful and I should just bloody well enjoy it!’_

She looked over at him and, with her best snarky tone, said, “Well, Sunshine? Are we gonna eat anytime soon or what? I’m fairly gaspin’ here!”

The Doctor gave her a wide grin and jumped up from his seat. “Your feast, Milady,” he said, removing the cover of the plate in front of her with a flourish and a bow. Donna shook her head and giggled at his exuberance. He proceeded to identify and explain the origins of each different item of food. His enthusiasm was catching, and she found herself enjoying the varied and unusual tastes more than she had expected to. 

There were more platters on the desk that she hadn’t noticed when she first walked in, and, as one emptied, the Doctor brought another over. There were vegetables of various sizes – and colours – that were similar to those on Earth in taste, but some had distinctly different textures. Some dishes contained what Donna assumed were animal proteins in savoury sauces, while others were layered with alternating slices of proteins and tubers, held together with the flakiest pastry she had ever tasted. It literally melted in her mouth.

In addition to the marvellous foodstuffs, there was a large ewer containing water from the natural springs that the planet was famous for. This was used to _‘cleanse the palate’_ , the Doctor explained, to allow the diverse flavours to be enjoyed to the fullest. Donna had never been fond of mineral water – it always left a metallic taste in her mouth. But whatever process the Palloonies – as she called them, much to the delight of the Doctor – used to extract the water from the springs, it created a delightfully clean, sweet beverage that not only cleansed her palate, but lightened her mood.

The two companions were more relaxed than usual in each other’s company and, as they continued to sample the wide assortment of delicacies the Doctor had ordered, the conversation flowed easily, as did the lightly fermented fruit beverage that had been chilling in a metal stand filled with ice.

“… and that was the last time I ever did anything on a dare,” the Doctor stated at one point. They had been enjoying each other’s company and they both shared stories from before they had met.

Donna raised her eyebrows in disbelief, and he could hear the unspoken _‘Oh, really?’_ “Well, the last time I **_ate_ **anything on a dare. Those oldavé leaves are brutal. I was sick for a week and ruined a perfectly good pair of boots in the process!”

She smiled at him, with a mixture of sympathy and amusement. “Good to know, Spaceman. Maybe I should keep a list of ‘Time Lord Dietary Restrictions’.”

He laughed at the suggestion but then grew thoughtful. “You know, that may not be such a bad idea. In fact, I should probably teach you a bit of written Gallifreyan, so you can find your way around the infirmary if needs be. Just in case. In our line of work, one can never be too careful.”

Donna tried not to show just how pleased she was that he included her in his ‘line of work’. Like they were a real team, almost like equals. It made her feel special and filled her with a warmth that had nothing to do with the fizzy fruit drink.

“So,” the Doctor began, as he topped off her glass with said drink. “I’ve been meaning to ask. Why does your grandfather call you his _‘little general’_?

Donna was not expecting that question. Taking a small sip of her drink, she paused a moment to compose her answer. “Well,” she started slowly, “I have been known to be a bit headstrong from time to time.”

“Really?” he quipped, with a smirk. “I hadn’t noticed.”

She chucked a morsel of bread at his head, which he deftly caught and popped into his mouth with a grin. She glared at him. “I’ve always been my own person, sure of my own mind, and it’s got me in a bit of trouble on occasion.” 

“Imagine that,” he mumbled under his breath.

“Oi!” she barked. “Do you want to hear this or not?”

“Sorry. Please. Do continue,” he replied contritely, but still with a twinkle in his eye.

“I _can_ go off a person, you know. Git!” she muttered. “As I was saying before I was so **_rudely_** interrupted, my Mum and I have been at loggerheads most of my life, but even early on, I was strong-willed. Maybe because of that,” she mused. “Anyway, one summer – I was about five or six – Mum decided she wasn’t going to spend hard-earned money on something as frivolous as a holiday. It wasn’t as if we did anything extravagant, like trips to the Continent. Just the seaside, or maybe a visit to the arcades in Blackpool. But this year, she was adamant. _‘No holiday this year, Missy,’_ Donna stated in such a perfect imitation of Sylvia Noble that the Doctor involuntarily flinched. _‘It’s too costly and besides, it’s not like you deserve one. That business, burning down the shed, was the last straw.’_ ”

The Doctor nearly choked on his juice, trying not to laugh. “You burned down the shed?!” he exclaimed.

“No, I didn’t. Not really.” She sighed. “It was an accident. Sort of.” Seeing his incredulous look, she began to explain. “I’d been out in the back garden and discovered some really interesting-looking bugs and wanted to see them better. My Dad had one of those old-fashioned double-lensed magnifying contraptions. I think it was his granddad’s, and I was never, ever, ever supposed to touch it without an adult. But I knew it made things enormous – well, to a child, at least – so I got it down from the shelf in his office and brought it outside. It did make the insects quite large, and I sat there for quite some time just watching them shuffle about.”

Donna paused, reliving that little moment of joy from an otherwise tumultuous childhood. The Doctor gave her an encouraging smile.

She smiled back and continued. “I was so engrossed in the bugs that I didn’t hear my Mum calling me in for lunch. I panicked, knowing if she came looking for me – and she _would_ – I’d be in trouble for taking the magnifier. So I stashed it behind the shed, thinking I would come out later and put it back. Nobody would know.” She drained the last of her juice. “Well, best laid plans and all that. I really did intend to go back and get it. But I got into a bit of a row with Mum over the suitability of turnips for lunch and she banished me to my room. I thought about sneaking out but could hear her in the lounge. So I flopped down on my bed in frustration. And I fell asleep.”

She picked up her glass and frowned as she realized it was empty. Putting it down, she finished her story. “It was a really hot day, not a cloud in the sky. And … well … you’re a scientist. Sort of. You know what happens when sunlight, especially intensely bright sunlight, passes through a lens.” He nodded, seeing where this story was headed. “Well,” she said with a cringe, “imagine that with **_TWO_** lenses.”

He didn’t have to: the image had sprung quickly to his mind. “Yes, I can see what would happen. Photons, the particles that carry visible light from the sun to the earth, contain energy in the form of heat. When using the magnifying glass, the path of photons are narrowed to a highly localized area, resulting in a concentration of heat that can reach incredibly high temperatures. Using two lenses, well, that would be tantamount to lighting a match with a blowtorch.”

He looked up and saw Donna leaning back in her chair, her arms crossed in front of her and her eyes narrowed. “ ** _NOT_** helping,” she groused.

“Sorry.” He reached over and filled her glass, emptying the last of the fruit beverage into his. “But I’m still not clear on the whole _‘little general’_ thing.”

She took a large sip, a somewhat embarrassed smile. “After the shed – which was a little _scorched_ not **_burned down_** , I’ll have you know – had been sorted, my mother sent me to my room – again. As I said, I was a bit stubborn. And I was angry. I was bound and determined that I **would** have my holiday, despite her. So I packed a bag, sneaked into the kitchen for some snacks, and, without anyone catching me, marched out the front door, caught a bus and went on my own holiday.”

This time the Doctor _did_ choke on his drink. “Donna!” he exclaimed. “You didn’t?!?”

“I most certainly did. I think I was trying to get to Strathclyde, of all places. Everyone was frantic, had the police out and everything. Mum was furious when I was finally found. Dad put up a good front in front of her but later he told me that I was very clever, if a little foolish, and made me promise never to do anything like that again. But the best bit was when Gramps snuck me out that night and took me up the hill to his little telescope. He showed me the stars and told me to never give up my dreams and to always be adventurous.” She smiled and picked up a crumb of pastry from her plate. “I guess I’ve done alright in that department, chasing about with you,” she said shyly.

Her comment, and the self-conscious way she said it, made his hearts do a little flip. _‘I think I may be getting to her,’_ he thought. _‘How can I build on this? What can I say?’_ He sat thoughtfully for a moment, and then looked her in the eye and said, “I think _I’m_ the one whose done ‘alright’. It’s my great privilege to have you as my …” He paused a moment, deciding on the correct word to use. He had, in the past, referred to those who travelled with him as _‘assistants’_. But he remembered how she bristled at his use of _‘plucky young girl’_ at Lady Eddington’s and didn’t think _‘assistant’_ would fare any better. _‘Companion’_ sounded too much like a pet, and _‘sidekick’_ was just plain demeaning.

Donna noticed his reticence. “Spaceman? What’s going on in that huge Time Lord brain of yours?”

He shook himself out of his reverie and smiled. “Nothing really. Just looking for the right way the say this.”

“And have you?”

“Yes,” he replied firmly. “ _Partner_. That’s what you are. My partner, and it is my honour.” He held his breath, waiting for her reaction to the possibly intimate expression.

Donna turned her head slightly, pondering his turn of phrase. It surprised her, but she was inordinately pleased, reinforcing, as it did in her mind, his earlier comment about **_their_** _line of work’_. “Partner, eh?” she quipped. “Yeah. I like the sound of that. Can’t really shove me into the background now, can ya?” she teased.

The Doctor laughed heartily, as much in relief as humour. “As if _that_ were likely,” he responded. “When have you ever sat back and watched?” The image of her hands over his as they pushed the level in the Pyrovilian pod sprang into his mind, and his grin softened.

“Never!” she declared, “and I don’t intend to start anytime soon. You got that, Time Boy?”

“Loud and clear, Madam,” he replied with a smart salute. At that, they both dissolved in to helpless giggles.

It was in the midst of these giggles that the Doctor noticed her stifling a yawn. Reaching out with his time senses, he realized it was much later than he imagined. He slowly stood up and, extending his hand to her, said, “Milady, as entrancing as it has been, all good things must come to an end.” Helping her stand, he continue, “We have a busy day ahead of us tomorrow, so you’ll need a good night’s sleep. I think a bit of a lie-in is in order, and then we’ll sample the absolutely splendid brunch they provide in the main dining room.”

“You’ve got everything all planned, have you?” Donna replied with a smile. “Makes for a change.” The Doctor walked her to the connecting doors and opened them for her. She turned to him and put her hand on his arm. “Thank you, Doctor,” she said sincerely. “This was incredible. I don’t know what I did to deserve it, but I am grateful.”

“You needn’t do anything other than just be you,” he stated.

“Geroff,” she retorted. But he noticed she hadn’t removed her hand from his arm. “Good night, Spaceman. And get some rest.” Before he could respond, she continued, “Yeah, I know you don’t sleep much, but you do need to rest on occasion. Promise me.”

Her care and concern touch his hearts. “I promise, Earth Girl.”

She smiled sweetly, squeezed his arm, and went into her room. The Doctor waited and was surprised but very pleased to note that she did not turn the lock. He walked over to the phone in the room and informed the concierge that they were finished with dinner. When everything had been picked up and quiet descended, keeping to his promise, he removed his trainers, tie and shirt, and lay down on the bed.

Crossing his arms behind his head, he went over the day’s events in his mind. _‘It’s a good start,’_ he thought, smiling to himself. Donna had seemed pleased that he considered her his partner. Now he needed to show her that _‘partners’_ can be much more than just _‘mates’_. A true partnership could be so much more, have a much deeper connection. Closing his eyes, he contemplated how he could use tomorrow’s adventures to strengthen their bond.

Donna stirred as she felt the warmth of the first sun touch her face, and she opened her eyes. The light was softly diffused by the sheer curtains, and she was grateful that the twin suns on this planet rose and set at relatively the same time. She and the Doctor had visited a few planets with dual suns where one sun rose almost at the same time as the other set, leaving the planet in virtually constant daylight. It threw her internal clock completely out of synch, and she was grateful to leave as quickly as possible. 

She got up and moved the curtain aside. She had no real sense of what time it was, but she was sure it was mid-morning, judging by the direction and length of the shadows. She could barely make out the flashes she had noticed the previous day, the sunlight obscuring the phenomenon. She stood there a moment, all the while waiting for her Spaceman to bound into the room and regale her with his plans for the day.

When he hadn’t appeared after a few minutes, she put on her slippers and dressing gown, and walked over to the connecting door. Leaning in closely, she listened for sounds of movement. When she heard none, she opened the door on her side and lightly tapped on his. Getting no response, she slowly opened the door and peeked in.

She had to stifle a giggle. Before her, the Doctor lay on his side on his bed, his vest and suit pants wrinkled, one sock partially off his foot, clutching a pillow to his chest. He was obviously deeply asleep. Every so often, he snuffled out a little snore and cuddle – that was only word to describe it – the pillow closer, a brief smile gracing his face. She stood watching, amazed at how young he looked while asleep, and how adorable. She longed to smooth his riotous hair, and thought wistfully about what it would be like to be in the position of the pillow. But she quickly shook herself and stifled any feelings of that sort.

She padded softly to the bed and reached over to nudge his shoulder gently. “Hey, sleepyhead,” she whispered. “Time to get up.”

The Doctor rolled to his other side, the one facing Donna, and closed his hand around hers, effectively pulling her down to sit on the bed. The movement of the bed seemed to rouse him and he slowly opened one eye. “Donna?” he asked.

She gently – albeit reluctantly – pulled her hand free. Smiling down at him, she replied, “Mornin’, Sunshine. Had a nice nap, I see.”

He sat up quickly, dropping the pillow on the floor in his haste, and rubbed his eyes. “Is it morning? Did I fall asleep? I did. I actually fell asleep! Oh, this is brilliant!”

Donna snickered at his childlike delight at something so basic as sleep. She shook her head and said, “Don’t go all giggly on me, ya prawn. It’s only a little sleep. Humans do it six to eight hours every night.”

“That’s what makes it so brilliant!” he replied, grabbing her hands and fairly bouncing on the bed. “Time Lords don’t! We’ve always felt time spent sleeping was time wasted. There were always too many more important things to do. Our bodies adapted to the lack of sleep and a brief sleep cycle every few weeks became the norm.” Seeing her confusion, he explained, “Since I’ve been travelling with you, I have gotten much more sleep than I ever had before. And I find that …” He ducked his head a little and a soft pink tinted his cheeks.

“Doctor?” she asked, waiting for him to continue.

He looked up at her and said seriously, “I find that I enjoy the refreshment that I get from relaxing more often.” _‘Especially with you,’_ he thought. “I feel more energized, more focused.” He rubbed the back of his neck. “I never took time for it before, never thought it was necessary. _You_ got me to see the benefit of stepping back and taking a moment.” He smiled and squeezed her hands. “Thank you, Donna Noble. **_Again_**.”

Donna couldn’t contain herself and burst into raucous laughter at the sight of him, his hair sticking up at all angles and one bare foot tapping on the floor with excitement. “What’s gotten into you, Time Boy? Waxing all poetical about a little sleep. You really are a Mad Martian, you know that? Now,” she said seriously, standing up and walking toward her door. “You said we’ve got a full day, so we’d best be getting on with it.” Just before she entered her room, she turned back and said, “I hope you brought a change of clothes. Those trousers are a mess!” Giggling at the stricken expression on his face, she closed the door between their rooms.

Donna had just sat down to lace up her trainers when she heard a tentative knock on the connecting door. Smiling, she got up and opened it, expecting to see a rumpled, if somewhat chagrined, Time Lord. Instead, she almost didn’t recognize the person standing in the opening. This man was wearing a very stylish cut of linen cargo trousers in an unusual shade of brown, a dark blue vest and a burgundy dress shirt, unbuttoned with the sleeves rolled to the elbows. She was relieved to see that he hadn’t totally abandoned the ever-present trainers, although she had never seen them in brown leather before.

Noting her somewhat confused look, he struck a pose and quipped, “Like what you see, Earthgirl?”

She made a show of looking him over, up and down, hands on her hips. “If it wasn’t for that hair, I might have thought you had been abducted and replaced by a clone out of _‘What Not To Wear’_!”

The Doctor began to sputter. “What? Why? What’s wrong with my clothes?!”

Donna shook her head and chuckled. “Oh, don’t go all pouty on me, Time Boy. I’m just having you on. I was just surprised, you know? I don’t think I’ve ever seen you out of pinstripes before.” Putting her hand on his arm, she said gently, “Actually, you look rather smart. Are we going somewhere posh? Cos I don’t think these are quite in fashion.” She looked down at her jeans and short-sleeved top, concerned.

He took her hand in his and squeezed. “You look lovely. That shade of blue brings out the colour of your eyes.” She blushed at his compliment. “To answer your question, no, we’re just going to have a spot of brunch, and then I thought we’d take a wander through the nature trails. There’s a lot of interesting flora and fauna I’d like to show you.”

Donna gave an involuntary shudder. “I’m all for pretty flowers. Still not quite sure about the fauna. Promise me that nothing will chase us, bite us or spew slime all over us.”

He laughed heartily. “No slime. I promise. And I doubt there will be much chasing or biting. The indigenous wildlife is rather tame, and very accustomed to visitors. Now, come on, woman. Brunch awaits.”

She laughed in return and took his outstretched hand.

After a very satisfying meal, the Doctor led Donna outside behind the Visitor Centre, where several paved tracks split off. Consulting a small map that he had produced from one of the pockets of his cargo trousers, he explained, “The far left path leads back to the lodging areas. The next is the caves, which we will be exploring later. This one,” he said pointing straight ahead, “is a surprise. No, I will not give you even a hint,” he chuckled at her frustration, as she tried to guess. “Trust me. You’ll love it. So,” he drawled facing the right divergence, “this must be the nature trails. _Allons-y_!” He reached for her hand and ambled down the path.

As they walked, the Doctor pointed out all of the various flowers, plants and trees that surrounded them. Donna was particularly taken with a field of large but surprisingly delicate-looking flowers, all the same shape but in a variety of hues. The path by then had turned into a well-trodden dirt road, and she could see smaller paths that had been worn down by people venturing into the field.

“It looks like something out of _‘The Wizard of Oz!_ ’ Can we?” she asked silently with her eyes.

“Of course,” he stated openly, and the two of them wandered into the intoxicating sea of colour and scent. He picked a few flowers – blue and purple and dusty rose – and arranged them artistically in her hair. _‘She looks like a woodland nymph_ ,’ he thought, and his hearts took a funny turn. _‘Rasillon, she’s lovely, and she doesn’t even know it.’_

They continued to explore. The Doctor did finally convince Donna that the ‘fauna’, as she called them, were perfectly harmless and, once she got used to the fact that the squirrels were bright yellow and the size of large house cats, she relaxed and began to offer them the treats he produced from the depths of his trouser pockets. She giggled uncontrollably as one rather cheeky beast jumped up on the bench where she was sat and held out its little paw, practically stomping its foot impatiently.

The suns had just passed their zenith when the Doctor gently directed Donna back toward the crossroads at the Visitor Centre, and led her in direction of the caves. These were a series of caverns, the ceilings of which towered seventy metres above them. The walls were embedded with crystal formations of every colour imaginable, and several caves had openings in the majestic arches above them – some natural, some created – to let in light that illuminated the crystals and filled the area with a dazzling display of colour. Donna asked him intelligent questions about the origins and evolution of the caves and the crystals, and he was filled with pride, once again reminded of just how brilliant she really was.

As they reached the end of the circuit of caverns, there was, to the Doctor’s delight, a “little shop” where they were able to purchase trinkets as a memento of their visit. He picked out a fairly sizable geode for himself and, over Donna’s stringent objections, chose a pendant of what resembled a fire opal, set in silver filigree, and a silver link bracelet with a similar crystal dandling from it.

“Doctor, no!” she protested. “It’s too much!”

“Nonsense,” he replied calmly. “It looks lovely on you and you deserve it, if nothing else, for putting up with me.” Clasping the bracelet, he held the crystal lightly in his fingers. “You know, this could be the start of a new tradition. We can add to this with a little item from everywhere we go. Think of it as a memory bracelet.”

Donna considered this and smiled. “Yeah. I like that. Like a reminder of all the marvellous places we’ve been.” She leaned up and lightly kissed his cheek. “Thank you, Doctor.”

As they walked back toward the Visitor Centre, she assumed they were returning to their rooms. But he firmly directed her down the path that he had been so mysterious about. Try as she might, she could not convince him to reveal the secret. “Patience, Miss Noble,” he said with a grin. “Patience.”

She didn’t have to wait long. As they rounded a corner, a large complex of sparkling white stone came into view. A crystalline sign with silver lettering declared its purpose: _‘Fiat Lux Spa and Mineral Springs’_. She turned to the Doctor and slapped him lightly on the arm. “I thought you said it wasn’t a spa!”

“Hey,” he exclaimed. “No violence! The honest truth is the spa wasn’t here the last time I visited. But when I heard about it from the concierge, I had to set an appointment for you. A few hours of pampering.” He opened the door and motioned her inside.

“For _me_?” she asked, her brow furrowing. “And what will you be doing while I am being pampered?” Thoughts of sapphire waterfalls and stranded buses filled her mind, and she shivered slightly.

The Doctor knew instinctively what bothered her. “I will be in the Visitor Centre attending a lecture on thermodynamics and its application to the theory and practice of intergalactic travel and colonization. Nice and safe indoors.” He said gave her a cheeky grin. “You’re welcome to join me, if you prefer that over mineral baths and massage.”

“Git!” she said, slapping him again, this time a little more firmly but with a wink and a laugh.

“I thought not,” he replied with a smirk. Offering his arm, he said “Pampering awaits, Milady.”

“You really are a prawn sometimes, you know.”

He sniffed. “I know. But I’m a cute prawn.”

She shook her head and mock-glared at him. “Don’t push your luck, Spaceman!”

“Wouldn’t dream of it, Earth Girl!”

They entered through inordinately tall clear glass doors and sauntered over to the reception desk. Another blue-skinned alien greeted them, and the Doctor signed for the charges while Donna completed the necessary waivers and permissions. As she was led away by a white-garbed attendant, she heard the Doctor state, “I’ll be back in a couple of hours. Relax and enjoy yourself.” She waved distractedly, as she walked away, listening to the attendant describe their services. He walked back toward the Visitor Centre, whistling and feeling very proud of himself.

An hour later, Donna lay submerged in a soothing tub of warm mineral water scented with lavender and geranium, an herbal mud mask on her face and a paraffin treatment on her hands. She had never felt so cossetted in her life. But with all the attention being paid and all the relaxing treatments, she found herself a little ill at ease, her mind wrestling with something she couldn’t quite pinpoint.

It was the Doctor, she finally settled on. His behaviour recently was out of character. Ever since Shan Shen, he had been attentive to her in a way unlike before. He was more attuned to her moods and seemed to go out of his way to accommodate her needs. He was kind and solicitous, and it was driving her crazy, trying to understand what it meant. 

A memory from her distant past suddenly popped into her head. While she was still in school, a young classmate had set his sights on her. Dylan Thompkins was a sweet, intelligent guy, a little on the shy side. They had several classes together and one day, as they left their history class after a particularly entertaining lesson about Charles II, he announced that he intended to _‘make her his by the rules of courtly love’_. He then set about attending to her every whim, as was stated in the rules: _‘The lover’s every deed is performed with the thought of his beloved in mind.’_ She finally was able to dissuade him and they remained good friends afterwards. It always made her giggle when she remembered his attempt at courting her.

Donna suddenly sat up, the flannel dropping from her eyes. Courting. The word stopped her dead in her thoughts. Was _that_ what this was? Was the Doctor **_courting_** her?? It was an absurd idea. Absolutely preposterous. Only…she half-suspected that perhaps it wasn’t quite so. She knew that one part of her was crying out for it to be true, while the other, more logical, more **_Sylvia_** , part of her told her to get a grip on reality.

What if the change in behaviour was his way of telling her – in that indirect, convoluted, contradictory way of his – that he wanted more than just a _‘partner’_ , as he had called her? How could she know for sure? She daren’t assume anything where he was concerned. And she was not about to ask outright. Donna was certain of two things: she loved that maddening Time Lord with all her heart, and, if she were wrong and he was just being nice, she could ruin everything.

She slid down into the soothing mineral bath and replaced the flannel, willing herself back into a relaxed state. This revelation didn’t change anything, really. She would just have to watch and wait. Perhaps she could be a tad more encouraging. Nothing overt, mind. She didn’t want to frighten him off, on the chance that she was misinterpreting his attentions.

A long while later, after she had been scrubbed and massaged and thoroughly pampered, she met the Doctor back in the reception area. Her skin glowed, her hair shone, and her fingernails glittered like the crystals at her neck and wrist. When the Doctor saw her approaching, his hearts nearly stopped. She was absolutely gorgeous, and her smile lit up the room like a thousand roman candles. 

“Miss Noble,” he said, offering her his arm, “you look positively radiant.”

She blushed. “Thank you, Doctor. It was wonderful.” She threaded her arm through his and lightly tightened it, giving him a shy smile. “So what’s on the agenda now?” she asked. “I don’t know about you, but I’m ravenous.”

“Are you now?” he asked not-quite-so-innocently. He paused at the reception desk to retrieve a large covered basket. “Good thing I arranged for this, then.” He picked up the basket and opened the front doors, motioning for her to precede him. 

She looked at him quizzically. “A picnic, Spaceman?”

“Exactly! There is an area just beyond the Visitor Centre that will be perfect. Come along, Noble.”

“Oi! I’m not your pet. You can’t just order me around,” she exclaimed.

“Sorry! Don’t know what I was thinking!” When he looked down at her and noticed how she was trying to hold back a grin, relief washed over him. “Minx!” he chortled and, offering his hand, they left the Spa.

They walked in that companionable silence they both loved. Just before they reached the Visitor Centre, the Doctor turned onto a side path that Donna had not noticed before. It led to a large open park-like area dotted with tables and benches, with what looked like a children’s playground. There were a few families enjoying the space and the Doctor picked a table far enough away from the din to be comfortable, but close enough to watch the various species interact. Donna realized, to her immense joy, that children were children, however alien.

As they ate and talked, the twin suns began their slow descent toward the horizon, and the sky transformed from bright orange-yellow to a dusky blue-purple. Donna was aware of the flashes in the sky above, the lightning skies they had come see. The Doctor noticed her interest and said, “I think it’s time for the main attraction, don’t you think?” She nodded in agreement and began to gather up the remnants of their picnic.

A blue-skinned attendant, whom Donna hadn’t even realized was there, gently retrieved the basket and then the two were on their way. They followed small groups of tourists along a path lined with short light stands, put there, they surmised, to delineate the way to the optimum viewing area.

The suns had dipped almost below the horizon and the lightning phenomenon was more evident now that they were setting, and it was something to see. As the Doctor and Donna huddled together amongst the sizable crowd, the skies above them were full of light and colour, as the famed lightning danced between shifting clouds. The Doctor was uncharacteristically quiet, silently observing the spectacle rather than trying to explain it, and Donna was grateful. It was such an unusual sight, and it was a relief just to watch and enjoy without being given a lecture, however well-intentioned.

The third time the Doctor was jostled by one of the members of the viewing public, he took a silent deep breath and reached for Donna’s hand. “Come on,” he said quietly.

“We’re leaving so soon?” she asked plaintively.

“I just need to get out of this throng. I think I saw a side path. This way.” He dragged her away from the viewing area and back down the path. Making a sharp right turn, he led her down what looked to her like an infrequently used service road. It was a dirt path completely devoid of the lighting markers they had seen everywhere. While it made it a little tricky to see their way, it did allow the lightning to be more distinct, being undiluted with extraneous light.

“Here!” he exclaimed, stopping them in the middle of a clearing. They were far enough away from the Centre and the viewing area that the light show was even more of a marvel. Donna took a few steps away from the Doctor and stood, transfixed by the dance above her. The Doctor let her go, gazing with wonder at the joy on her face, and marvelling at the play of light on her skin as the bolts of lightning raced across sky. He grinned as her hair shimmered as she moved her head to follow the beams.

They had been standing there for some time before he noticed that, occasionally, a random flash would fork in a slightly more downward fashion, breaking off from the usual sideways pattern. While it seemed strange, the Doctor wasn’t concerned, as the electric charges stayed well above them. Hearing a noise behind him, however, he turned to see a tiny bit of scorched grass. Bending over, he plucked a few blades and held them to his nose. Frowning, he raised them to his mouth and, as he was wont to do, tasted them with the tip of his tongue.

Something odd was happening. He began to hear little popping sounds, much like that of the lightning sand in his favourite film. As he pondered this new development, he was startled to hear a yelp coming from Donna’s direction. Whirling around, he was horrified to see her surrounded by more of the little off-shoots from the lightning skies. Tiny streaks of electricity were touching down around her, and he could tell she was terrified but trying to remain calm.

“Doctor,” she called out, her voice quivering slightly. “Is this normal?”

He ran over to her, but could not get close enough due to the increased activity of the electrical charges. She cried out again, this time louder and angrier. “Bloody hell! That one hit my wrist. And it hurt!” Turning, she reached out toward him and yelled, “Doctor! What do I do?!”

The Doctor watched the movements of the clouds and the lightning. It seemed to be honing in on Donna for some reason, but he couldn’t quite discern why. She stretched her hand toward him again, and again a bolt, this one larger and stronger, zapped her arm again, causing her to cry out in pain.

Thinking furiously, he scanned between the sky and his companion, desperately searching for the cause of this disaster. As a third beam aimed toward her outstretched hand, it suddenly clicked. They were attracted by the crystal dangling from her bracelet. Immediately, he whipped his shirt off and tried to hand it to her.

“Here!” he shouted. “It’s the crystal. It’s drawing the lightning to you. Cover you wrist the best you can.” He threw the shirt in her direction. It fell about a metre short of its mark, and Donna scrambled over to pick it up. As she straightened, a sizable bolt shot out of the sky and headed directly to the crystal hanging from the cord around her neck. She screamed as she was hit, crumpling to the ground.

“ **DONNA!!!** The Doctor screamed, and ran toward her, heedless of the electricity crackling around him. He grabbed his shirt, wrapped her in it, and lifted her up. She hung limply in his arms, and he was filled with horror. He pelted down the dirt path toward the Visitor Centre, but abruptly changed course, heading in the direction of where they had left the TARDIS.

He ran as if an army of Daleks were chasing him, ignoring the startled reaction of other guests. His only thought was to get Donna back to the TARDIS and discover the extent of her injuries. He could see at a glance the scorched skin on her wrist and arm, but it was the shattered crystal and the blackened area on her sternum that quickened his breath and constricted his hearts.

They reached the TARDIS quickly and, shifting Donna ever so slightly, he snapped his fingers, and the doors opened at once. He charged into the infirmary and gently laid his precious cargo on the examination table. Grabbing his stethoscope, he was relieved when he heard her heart beating strongly, if erratically. He scanned her and almost wept when he saw that the electric shock she had sustained did not do any permanent damage. She had been knocked unconscious by the blast but her heart and neural pathways were undamaged.

He set about assessing her other injuries. Her wrist had sustained first and second degree burns, which would be easily corrected with some ointment and the dermal reconstructor. He eased the bracelet off her wrist and was surprised to see the crystal intact. The same could not be said for the pendant. Tiny pieces of crystal dotted her top and more were imbedded in her skin, which was blackened by the electric charge.

He cut the ruined cord and set it aside. With extreme patience and precision, he removed all of the shards from Donna’s chest and lightly dabbed it with a medicinal wipe, to give him a better look at the injuries. To his dismay, he found a small round burn about a centimetre deep. This would take a little more care in repairing.

He strode around the room, gathering all the necessary equipment, and set about cleansing the wound, debriding the scorched and deadened tissue, applying the prepping ointment, and then gently easing the edges together to be fused with a 43rd century version of Super Glue. After it healed a little, he could perform the delicate fusion and regeneration of the tissues.

He had almost finished wiping the excess glue and ointment from her skin when he realized that Donna’s eyes were open and she was staring at him strangely. At first, he thought she was disoriented, then he switched to angry. But neither of those fit the faintly amused twist of her mouth. “Donna?” he asked, putting aside the medical equipment. “How do you feel?”

“A little confused, since you asked.” She reached up and ran her fingers across his shoulder and down his arm. “Nice biceps, Time Boy. Do you have a gym in this spaceship that you haven’t told me about?” She started to sit up and he helped her get into a comfortable position. “What do you do? Work out while I’m asleep?” Smacking his upper are lightly – and secretly enjoying the feel of his skin under her fingers – she snickered. “Now I know how you stay so skinny, the way you eat. You’re a closet exerciser!”

The Doctor was so relieved that Donna did not seem to be suffering from any ill effects of her ordeal that he didn’t even register the touch of her hand on his naked arm or her words. Sitting down next to her, he took her hand and said, “Donna, I am so, so sorry. That sort of things shouldn’t have happened. The lightning skies are – were – perfectly safe.”

She sat up a little straighter and patted his hand. “I have a theory about that. Remember that orientation lecture you wouldn’t shut up through? Well, I vaguely remember the host saying something about restrictor plates. I think those pretty little walkway lights that lined the viewing area must have contained something that kept the lightning from reaching the ground.”

The Doctor tugged at this left ear in embarrassment. “You may be right. It wasn’t until we left the path that…” He sighed. “Donna, I am so very sorry. But I did a full assessment and you will be absolutely fine. A little surface clean-up in a day or two, and no one will ever suspect you’ve been hit by lightning.” Jumping down from the table, he smiled and declared, “Now that everything is sorted, shall we go back and finish our holiday? There’s loads more to see and I really think…”

He stopped when he saw the resigned look on her face. “You’d rather not. I understand. It was traumatic and it makes perfect sense. I’ll just go and collect out things and settle the bill.” He turned away from her and started out the door. When he returned a while later, he walked into the infirmary, but found it empty. There was a note taped to the monitor:

_‘Doctor,_

_I know you are beating yourself up over this and I really, really wish you wouldn’t. I had a wonderful time, despite the mishap at the end. I have come to expect that trouble will find you – and thereby ME – whether we look for it or not. It’s not your fault. It’s just the life of the Last Time Lord and his faithful partner. I knew what I was getting myself into, and trust me, you can’t get rid of me that easily._

_I will have gone to bed before you come back. We’ll talk over breakfast and decide where we venture to next. Life *is* an adventure with you. And I wouldn’t have it any other way._

_Good night, Spaceman._

_D_

_P.S. Keep the vest!’_

The reality of the situation washed over him suddenly like a tidal wave causing his knees to buckle, and he landed with a heavy thump on the examination table. He stared at Donna’s note as emotions bombarded him. Why was he so impulsive? If he had only stayed in the designated area, everything would have been fine. Why didn’t he listen? Why did he have to be so arrogant, thinking he knew everything? He had gotten her, the most precious thing in his life, hurt. Again.

Putting the note down, he began to return his medical equipment and dispose of the used items. His disgust with himself overtook him and he threw the tray in anger and frustration, the instruments crashing against the wall. At the rate he was going, he was going to get her killed. Or worse, she would decide that he was too much trouble and ask him to take her home. That thought saddened him to his very soul.

Turning back from the cabinets, he heard – or rather felt – his ship croon to him. Looking around, he noticed She had shone a faint light on Donna’s note. Picking it up, he read it again, and realized what his ship was trying to tell him. Donna was not angry or upset by the day’s events. Magnificent creature that she was, she took it in stride and was ready to push on with him. Seeing the postscript – which he hadn’t noticed the first time – he chuckled. 

Maybe all was not lost. He vowed to be better at avoiding dangerous situations in the future, to keep her safe. He retrieved the scattered instruments and set the infirmary back in order. With lighter hearts, he returned to the Control Room to send them into the Vortex. As he stood watching the soothing motion of the Time Rotor, he reached into his pocket and retrieved a small pouch containing a crystal he had purchased to replace the ruined one. He’d give it to her over breakfast. It will be a good beginning to a new adventure.

And maybe he’d have to give a thought about his wardrobe choices.


	8. Part 8

**Notes for the Chapter:**

> This chapter is a combination of present day and flashback events. The bolded text is present day. I hope it's not too confusing.

_Previously …._

_Maybe all was not lost. He vowed to be better at avoiding dangerous situations in the future, to keep her safe. He retrieved the scattered instruments and set the infirmary back in order. With lighter hearts, he returned to the Control Room to send them into the Vortex. As he stood watching the soothing motion of the Time Rotor, he reached into his pocket and retrieved a small pouch containing a crystal he had purchased to replace the ruined one. He’d give it to her over breakfast. It will be a good beginning to a new adventure._

_And maybe he’d have to give a thought about his wardrobe choices._

**The Doctor was furious.**

**He bellowed again, demanding to talk to his captors, his voice hoarse and his shoulders aching from being held in such an uncomfortable position for so long. _‘How long had it been?’_ he wondered. It felt like weeks, but he knew it couldn’t be more than an hour at most. His time senses were completely out of whack from the rage, the pain and the worry he felt – mostly worry, he realized.**

**They had Donna.**

**She was in danger and he was powerless to help her. He howled again in frustration and called out to her – “DONNA!!” – as he rattled the chains attached to his wrists. When the sound faded and there was no reply, the Doctor sighed. A deep, weary, discouraged sigh. _‘How does this sort of thing keep happening?’_ ’ he mused. He’d been careful, oh so terribly careful. He sighed again, shifting his hips to try and get into a less painful position. The fact that the floor was rough-hewn rock and he was manacled to the equally uncomfortable wall wasn’t helping matters. **

**He had been relieved when they had been put in the same cell but that relief was quickly dissipated when he was chained to the wall and had to watch as Donna was taken away. If the situation hadn’t been so dire, he would have been greatly amused at the tongue-lashing she gave her captors as they led her down the corridor. Her shouts echoed long after she was out of his sight.**

**He managed to move enough to disengage his left bum cheek from a particularly pointy piece of floor and settled back against the wall. _‘It had all been going so well,’_ he thought. **

They had stayed in the Vortex for a few days, to give Donna’s wound a chance to heal before performing the reconstruction. It took all the control he had to remain outwardly unaffected when she entered the infirmary wearing a skimpy purple camisole to allow him access for the treatment.

While Donna recovered, they spent the self-imposed down-time in the TARDIS relaxing and getting to know each other better. The conversation begun over dinner in his room at the Palluni Pavilion was the start of a new chapter in their relationship. Over breakfast the next morning, she told him a little about her family dynamics growing up. He was fascinated yet horrified by her mother’s expectations and criticisms throughout her early life, and now understood better why Donna had such a hard time accepting his praise of her abilities and value.

He found himself opening up to her about Gallifrey and the Academy. Not the horrors of Time War or the torments he suffered from his fellow Aspirants. He wasn’t ready to confront his memories of Koshei or The Moment, or to explain the mechanics of regeneration, but he revealed more about his past to her than he had ever shared with a companion. She was intrigued, and humbled that he felt comfortable enough with her to share such details.

They passed the days in a manner reminiscent of the period just after Midnight. They resumed cooking together, and finally got around to using the spices they had purchased in the market on Shan Shen. The rest of the time was spent relaxing, watching films, or playing board and card games. As an experiment, one evening he changed from his usual pinstripes before meeting her in the lounge. He walked in wearing a pair of track bottoms and a snug blue t-shirt and, seeing her surprised but pleased expression, he kept his delight hidden. She did raise her eyebrows a bit at his bare feet, but he had to admit, it felt wonderful to feel the soft plush of the carpeting squish between his toes.

**The Doctor wiggled again, this time to ease a cramp that was starting in his right leg.**

When he was satisfied that she was fully healed, they renewed their adventures, as she like to call them. He remembered her saying she had missed the Cybermen invasion because she was scuba diving in Spain. Hoping to mitigate the Cotter Palluni fiasco, he decided to take her to Aequora, a tiny water planet in the constellation of Aquarius. Aequora was 80% liquid, and the inhabitants lived on small islands rising out of the waters. 

He flatly refused to tell Donna why he had chosen it as their destination, and had a bit of a laugh at her expense, as she asked, cajoled, pleaded, and just plain demanded to know. “Fine,” she sniffed. “Have it your way. Just remember that the next time you need me to save you from something. I might just be a second or two slow.” She sat heavily on the jump seat, crossed her arms, and glared at him.

“Now, don’t be like that, Donna,” he mock-pouted. “You’re gonna love this place!”

She knitted her brow and returned the verbal volley. “Yeah, like I **_loved_** the Lightning Skies?”

The Doctor blanched. Her words had obviously struck a nerve that she didn’t intend, and she rose quickly and grabbed his hands. “I was just playing with you, Time Boy. I told you before. I **_did_** enjoy our day there and you are **_not_** responsible for what happened.” Reaching up and placing her hands on his face, she stared directly into his eyes. “Look at me. I am not some delicate flower that needs protecting. I know what this life entails. And this is exactly where I want to be. Right here. Right now. With you. You got that, Sunshine?” The Doctor could only nod. She pulled him into a hug much like the one she gave after his return from the ill-fated bus excursion.

The Doctor reacted to this sudden embrace in the same way he had on that previous occasion. He stood stiffly for a moment – although this time it was shock and not depression – and then fully participated. He held her close, subtly smelling her hair, waiting for her to pull back uncomfortably. He was surprised when the hug lasted far longer than he expected. A small smile formed and he sighed, happily.

Donna held onto the Doctor until she could feel the tension leave his shoulders. But rather than step away as she usually would, she remained as she was, comfortable and safe and content. She was torn. Part of her was comfortable where she was, but her more practical side dictated that standing in the Control Room of the TARDIS nestled in the Doctor’s arms was **_not_** appropriate. She pushed back ever so slightly, and immediately he dropped his arms. 

They stood somewhat self-consciously gazing into each other’s eyes, until Donna blinked a few times and shook her head slightly. Breaking the silence, she said brusquely, “So. What’s this great mystery? Are we going somewhere or not?”

The Doctor was aware that something significant had just happened, and that neither of them were exactly sure what it was or how to proceed. When she asked her question in her usual snarky tone, he grinned in relief and responded in kind. “Well, we don’t _have_ to go **_anywhere_**. But I thought you might like to do something new and yet not new.”

She snorted. “Oh, well, that clears _everything_ up.”

He gave her his lopsided grin and put out his hand. “Trust me?” he asked.

She saw the sincerity – and a touch of insecurity – in his eyes and grasped the proffered hand. “Always,” she responded immediately and honestly.

“Well then,” he cried. “ _Allons-y!!_ ”

They stepped out of the TARDIS, hand in hand, into a sheltered corner of an alley. Donna was a little confused, sure that she could hear water gently lapping against some hard surface. When the alley opened up onto a wider street, she stopped abruptly and looked around her. She hadn’t been hearing things – they really were surrounded by water.

They stood on a street which was part of a larger system of walkways and bridges, connecting what seemed to be a series of islets. “Doctor,” Donna asked, her voice tinged with awe and a little trepidation. “What is this place?”

He smiled down at her. “This is Aequora. A water planet, as I believe you’ve noticed. Each city is a separate island of its own, all connected by a network of bridges and water busses. They are well known for their fish and fish by-products.”

“Fish by-products?” Donna asked, as they crossed one elaborate bridge. She was awed by the detailed carvings in the stone, and noticed that the architecture of this islet was subtly but distinctly different that the one on which they landed.

The Doctor explained. “Fish oil, used for dietary supplements. The organs of certain fish are used in holistic and herbal medicine. The scales of the ischyodus are dried and ground into a very delicate powder. It is used as a cosmetic, giving the wearer an iridescent glow, and softening wrinkles and lines.” He looked down at her and smiled warmly. “You wouldn’t know anything about that, of course” he stated flatly.

Donna stopped suddenly, anger and disbelief surging through her. “And just what exactly is **_that_** supposed to mean?!” she demanded.

He turned to where she had stopped behind him, and realized too late that he probably could have worded that last bit a little better. He could see the anger and, more importantly, the _hurt_ in her eyes as she stood defiantly, feet planted and hands on her hips. He walked back to her, inwardly cursing himself for his thoughtlessness.

“Sorry!! So, so sorry. That came out all wrong,” he said, trying soften his words. “I just meant that you had no need of such things. Your skin has a natural glow.” He watched as her brows knitted, whether in confusion or disbelief, he wasn’t sure. He only knew it upset him to see her unhappy, and he was disgusted that he had been the cause. Without thinking, he blurted out, “You really are quite lovely, you know.”

Donna could do nothing but gape at him. Sure, he’d told her she looked lovely at Lady Eddington’s, but she had practically forced him into that admission. This was different. The emotion in his voice and the sincerity in his eyes were saying something quite different, and she was touched. She blushed slightly and dropped her eyes. “Thank you, Spaceman,” she said softly.

The Doctor knew his words had made her uneasy, but not nearly so as in the past. He took that as a sign that she was becoming more comfortable with his praise and smiled back warmly. Deciding not to press his luck, he reached out for her hand and quipped, “Anytime, Earthgirl. Now, no more dawdling. We don’t want to be late for our appointment. It was hard to get.”

“Appointment? For what?”

“Patience,” he replied with little smirk. “You humans have a remarkable lack of it.”

“I’ll show you patience. Git,” she muttered, but took his hand.

They stepped off the bridge and Donna noticed immediately that this islet was much larger and significantly busier. As they strolled along, she observed in the distance what looked like a port, with watercraft of various sizes and styles, from commercial trawlers to sleek pleasure crafts. She watched as groups of men and women trudged down to waiting boats, carrying poles and tackle. She thought a moment and then asked, hesitantly, “We’re not going fishing, are we? Cuz I’m really not that keen on it.”

The Doctor stopped. “Donna! I thought you were ready for any sort of adventure. Don’t tell me you get seasick?!”

She laughed nervously. “No, nothing like that. I just had a bad experience and it put me off for good.” He raise one eyebrow quizzically. She sighed, knowing he would never let it go unless she told him. “Fine,” she grumbled. “When I was in my early twenties, I dated this bloke who was mad for fishing. He worked in an office during the week but spent every free moment fishing, watching fishing on the telly, talking about fishing, wandering around fishing stores. And, like a dutiful girlfriend, I went with him everywhere. I sat on rocks and tree stumps and wet grass, watching him throw that silly line into whatever body of water he had tramped off to in the middle of nowhere every weekend. I was bored stupid, as you can well imagine. But I was young and foolish and thought I was madly in love.”

She shook her head at the memory. “I was never allowed to touch any of his precious rods or tackle or the like, being just a **_girl_** and all. I was to prepare the picnic basket and sit quietly until he had hooked some poor unsuspecting fish, and then I was to _ooh_ and _aah_ in appropriate measure to the size and type of fish. Well, after four months of that, it started to wear thin. I decided one day that I was bloody well going to join in and not sit on the side-lines. As soon as Miles got settled in his customary fisherman’s stance, I snuck over and grabbed his extra pole, baited it and threw the line into the water.”

“I believe it’s called _‘casting’_ a line,” he quipped, interrupting her. She glared at him. “Sorry,” he said quietly. “Do go on.”

“As I was saying, I **_cast_** the line into the water a few feet beside him. He didn’t really notice at first, until he turned to show me the teeniest little tench that was dangling from his hook. When he saw me, he went absolutely apoplectic and tried to wrestle the pole out of my hand. Well, I lost my footing, slid down the embankment and landed on my bum in the water. Miles was more worried that I had damaged his bloody equipment than whether _I_ had hurt **_mine_**! He was so angry that he refused to go back home, saying he wasn’t going to let some stupid bint ruin his weekend. He continued to fish for another four hours, while I sat there, wet and cold and crying. Needless to say, we didn’t see each other again.”

The Doctor threw his arm across her shoulders and pulled her into a tight hug. “Oh, my poor Donna. You _have_ been sorely abused. Put your mind at rest. This trip does not include any sort of fishing activity.” He led her away and over another bridge to a new islet. This one seemed to be more business-oriented, with storefronts and businesses, large and small. They wended their way to the north end of the islet. The Doctor stopped in front of a modest building with one word painted on the window: DIVE.

Donna stared at the window and then looked up at the Doctor, not quite comprehending. “Doctor?” she asked.

He smiled and held her hand while he explained. “I recall you mentioning a trip to Spain and thought perhaps you’d enjoy another such outing.”

“You remember that? Are you really taking me diving?” she asked, excitement and incredulity colouring her tone.

“Of course, I remember,” he replied. “I remember a lot of things,” he added with a smirk, revelling as the image of a very well-fitting purple dress came to mind. “They have some glorious coral reefs and amazingly colourful fish. I thought it would be fun.”

Donna just stared at the Doctor, completely staggered that her Mad Martian would be so thoughtful. She studied his face and found nothing but sincerity and a glint of something else, something deeper but less distinct. She squeezed his hand and answered, “I haven’t been since Spain. I’m sure to be rusty.” 

“Oh, I know you’ll be brilliant. You always are.” He pulled her along, opened the shop door, and gestured for her to precede him. The shop was small, but fully stocked, with racks of wetsuits, bins of gloves and rows of accessories. The proprietor, a short little man named Samtin, greeted them cordially and, after the Doctor presented a printout of their reservation – which once again amazed his companion – assisted them as they picked out the appropriate gear, directing them to the changing rooms. 

The Doctor and Donna emerged at the same time, and each stopped and stared at the other. Donna knew that the Doctor was a skinny thing but, while the black wetsuit accentuated his thin frame, it also made clear that the pinstripes had been hiding a lean musculature. He had a runner’s body, and the neoprene gave him the look of a seal or otter, sleek and slim and solidly built. 

The Doctor was experiencing a similar revelation. He had already admitted to himself that he was drawn to his companion, but he reasoned that it was more her beauty of mind, her cleverness and compassion that resonated with him. He was forced to rethink this when she stepped out from the changing room. She had chosen a dark royal blue suit, the colour enhancing her eyes and complementing her ginger locks, which she had woven into a tight plait. But it was the snugness of the suit that sent his thoughts flying into dangerous directions. He hadn’t realized just what those oversized jumpers and shapeless trousers were camouflaging.

Donna Noble was beautiful. Absolutely stunning. Well, yes, he always knew she was attractive. But seeing her standing there, the wetsuit hugging her curves, he realized that her form was beyond the classical idea of womanly perfection. She was far from the overweight middle-aged **_temp_** she always claimed to be. She was shapely in all the right places, but all the running they did had resulted in a firm, toned physique that would rival the goddesses of many ancient Earth civilizations; even the statuesque Warrior Maidens of Terra Bellator couldn’t hold a candle to her.

There was a brief moment of awkwardness when they each realized that they were staring, and that the other **_knew_** they were staring. Donna was the first to turn away, on the pretext of gathering her weight belt and fins. When she turned back, the Doctor was picking imaginary pieces of lint from the sleeve of his suit. She smiled secretly to herself, noting the slight pink tinge to his cheeks and the tips of his ears. She wondered once again if he really did feel something more than _‘mates’_ but veiled glances and flushed skin weren’t enough for her to risk ruining their friendship if she were wrong.

Samtin came over to them and complimented them on the style and fit of their suits. “Very nice,” he muttered as he walked around them, inspecting every seam and closure. “Good fit. No gaps.” He made a slight adjustment to the tightness of Donna’s dive belt, and handed the Doctor the one set aside for him, resting it on his slim hips. The Doctor gave a startled squeak when the proprietor pulled on it sharply. 

“There you go,” he told them. “All set.” Leading them out the door, he pointed down the docks where a small craft was moored. “Tarlix will take good care of you, and knows all the best diving spots. Great adventures to you.”

The Doctor thanked him and they began to walk down the wooden walkway. Donna stopped abruptly after just a few steps. Striding back to Samtin, she blurted out, “Wait! We forgot the regulators and air tanks!”

Samtin smiled beneficently at her. “My dear lady,” he replied, “Aequora is not such a backward planet as that. We have a much more evolved and efficient method. Tarlix has everything you need.”

The Doctor thanked him again, and Donna – who was clearly confused – let him lead her away, frowning as they approached the craft. They were greeted by Tarlix, who reached out a hand and assisted Donna onto the boat. When she again asked about breathing equipment, the young Aequoran smiled and led them over to a large tank set sturdily in the stern.

“We don’t use mechanical devices for diving, miss. Haven’t for centuries.” He reached in and pulled out a creature that looked like a cross between a small manta ray and a jellyfish. “This is a pulmopys. It attaches to the diver’s face and breathes for them.” He handed it to Donna, who was clearly uncomfortable with the idea. To her surprise, it was quite soft and pliable, like a ball of plasticine. She giggled as it pulsed in her hand.

“How does it work?” she asked, her curiosity overruling her reticence.

“The pulmo takes the oxygen out of the seawater and passes it through itself to the diver through a series of tubes that extend into the diver’s mouth and nose,” Tarlix explained. “It then takes the carbon dioxide that is exhaled and absorbs it into itself, for extraction later. It’s all very simple, and quite efficient once you get comfortable with it on your face.”

Donna looked the opaque blob vibrating slowly in her hand. “What about masks?” she asked. “I assume this is a salt water sea.”

“You would be correct,” Tarlix replied. “That is another feature of this beautiful little creature. When attached, it covers the diver’s entire face from chin to hairline. Once it is settled, usually mere seconds, it turns transparent and protects the wearer’ eyes and ears from the sea.”

Donna smiled and shook her head. “That’s amazing!” Turning to her companion, she handed him the creature to inspect himself.

The Doctor had been watching Donna, impressed once again at her intelligence and spirit of adventure. He turned the fish over in his hands, wishing he had his sonic screwdriver to do a complete study of it. Slowly, a grin spread over his face, as he handled it.

Donna stared at him. “What?” she asked sharply.

“Pulmopys, you called it, eh?” he queried the captain, who nodded. Turning back, he grinned even more broadly. “Pulmopys,” he stated. “ _‘Pulmonis pisces’_. From the Latin. Quite literally _‘Lung Fish’._ ” He beamed at his companion and the Aequoran, and bounced on his bare toes. “Brilliant! _Molto Bene_!!”

Tarlix gave Donna a concerned look. She just snickered and whispered, “He’s very excitable about new things.”

Tarlix shrugged. He’d seen a lot of reactions to the pulmopys but the Doctor’s was one for the books. He retrieved the creature from this slightly manic visitor, and returned it to the tank. “Have to be careful,” he told them. “They can survive for a while out of the water, but they can dry out and it takes days for them to recover and become useable again. We’ll cast off now and get on our way.”

Tarlix deftly manoeuvred the ship away from the docks and they sped away from the island to open sea. After about fifteen minutes, he slowed and dropped anchor. They were in the middle of a blue-green ocean, completely alone, with no other boats or land masses in sight. The water was calm and relatively clear.

“Here we are, the best diving to be had on Aequora. There are underwater caves and reefs to explore, and a variety of fish and other sea creatures. They are non-predatory and somewhat used to people invading their territory. Get ready and I’ll fetch your pulmos.”

The Doctor and Donna donned their fins and adjusted their belts, as Tarlix and his assistant approached with the pulmos. He helped them into a small caged platform on the starboard side of the ship. Handing a pulmopys to each of them, he instructed them to wait until they were in the water to hold them to their faces. “Oh!” he cried. “I almost forgot. The pulmos are quite telepathic, and can pass messages on between divers. You connect them to each other by touching foreheads after application. Once they are connected, all you need to do is think what you want the other to hear and they pass it on. Another feature is, if either of the pulmos detect that their wearer is in distress, it sends a telepathic warning to the other pulmos here on the ship. If we see them get agitated, we know something’s wrong and we’ll be down to help.”

Donna took the creature from him and thanked him sincerely. “You seem to have thought of everything,” she said. I’m sure we’ll be fine.”

With that, the platform began to descend. Donna pulled the hood of her wetsuit over her hair, noting with a chuckle that the Doctor had done the same, but with much more care for his locks than she had. They stepped out of the cage door and into the cool ocean water. Following Tarlix’s instructions, they put their faces under water and brought the creature in their hands forward. Immediately, hers began to undulate and move across her face, and she reflexively closed her eyes and tried to relax.

At a gentle nudge at her lips, she opened her mouth and was startled as a firm but cushioned object inserted itself. She took a tentative breath and was pleased to discover it was not an impediment and she exhaled as normally as usual, easing a tension that she didn’t realize she was carrying. Additionally, tendrils extended themselves into her nostrils and fitted in a similar way that an oxygen cannula would, and she could sense a flow of air into her nose. She quickly realized that the most efficient way to breathe was to inhale through her nose and exhale through her mouth. She let herself sink underwater and opened her eyes.

The sight before her was astonishing. Not only did the pulmo not distort her vision – a possibility that had secretly concerned her – she realized that it compensated for any defects or abnormalities in her eyesight. The water was clearer than she could have imagined and already she could see schools of bright fish and coral clusters. She turned to the Doctor and would have let out a whoop of laughter, if she hadn’t been several metres underwater with a living being covering mouth.

The Doctor floated in place, not quite sure what to do next. He kicked his feet awkwardly and stared around him, confused and uncomfortable. He looked over at Donna and gestured frantically toward his face. She swam over and put a hand on his should to calm him. She gestured from him to watch her. At his nod of understanding, she demonstrated the correct breathing technique, miming _‘in through the nose, out through the mouth’._ It took him a couple of tries, but he grinned when he got it, giving her a thumb’s up. He was grateful for his respiratory bypass, imagining how dangerous it would have been without it.

Donna pulled him with her out into the open water and set about instructing him on the proper and most efficient way to use his fins and hands. It gave her a bit of a thrill, being the more knowledgeable one and having the Doctor rely on _her_ for a change. He, for his part, was delighted to be learning something new in his very long life, and inordinately proud of Donna. As he swam, he grew more and more excited about his new abilities and, making a particularly graceful turn, he practically shouted at her, _“Donna!! Did you see that?!?”_

Donna had her back to the Doctor but had heard his voice loudly and clearly. She winced at the intensity and retorted, _“You don’t need to blow my eardrums out, ya prawn. I can hear ya just fine.”_ There was a pause of a few seconds before she remembered that they were underwater and neither of them could have actually have _said_ anything. Turning around and staring at him as he floated there with a lopsided grin on his face, she tilted her head and thought, _‘Did I do that? Or was that these pulmo-thingies?’_

_‘You absolutely did. You are brilliant, I keep telling you!’_ He swam closer and continued. _‘We never connected the two creatures, so I doubt they are the cause. They may be strengthening the communication, but you are definitely the one broadcasting your thoughts. You’re a natural telepath, Donna!’_ He grabbed her around the waist and swam/danced with her.

_‘Let go of me, you mad Martian!!’_ she giggled in her head. Communicating via telepathy was easier than she expected, and surprisingly comfortable. After her experience on the Oodsphere, she hadn’t been keen to try it again. But this seemed effortless, almost instinctive. She pushed away from him, noticing at once how easily she was able to glide through the water, unburdened as she was by the heavy tanks she usually carried. The freedom was exhilarating, and she ‘laughed’ as she swam.

The Doctor caught up with her and they began to explore. The further they strayed from the ship, the more numerous and colourful the fish became. It was obvious that they were used to having humanoids swimming among them. One peculiarly bright – in both hue and intelligence – pufferfish engaged the Doctor in an energetic game of tag, while Donna found herself accompanied wherever she went by a small school of long-finned fish in brilliant shades orange, blue, green and purple. They swam around her like fairies dancing in the summer night, gliding by in graceful spirals, and occasionally lightly brushing against her outstretched hands.

The Doctor reached into one of the pouches that adorned his dive belt and produced a waterproof digital camera. He snapped several candid photos of her and the rainbow of fish following her. As he was lining up a shot of her with two of the creatures balanced on her palms, suddenly the viewfinder was filled with large eyes and multi-coloured spines. His friend the pufferfish had photobombed his shot! 

He realized he must have broadcast his mirth, for at that moment, Donna turn back in his direction to see what had given him such delight. When she spied what he held in his hand, she shrieked her displeasure telepathically, which just made the Doctor giggle all the more. Donna reached for the camera, but he darted quickly away, waving it tauntingly in her direction. _‘Oh, no you don’t, Sunshine. Get back here!’_

Turning swiftly, he managed to evade her outstretched hands and pumped his legs, slicing through the water to get away. He made for some coral caves that he had noticed when they first descended. Pushing hard with his long, lean legs, he managed to put a fair distance between him and his outraged companion.

Thus began a lively game of ‘Hide and Seek’, with the Doctor skilfully evading Donna and leading her on a merry chase. The coral caves had many tunnels and chambers, and it was not long before her anger dissipated and she began to enjoy the hunt. They exchanged telepathic taunts and more than once erupted in a fit of giggles. 

The Doctor was floating just inside a small cavern, admiring the intricate coral formations and the striations of colour. He was confident that he would not be discovered, having seen Donna swim by a few moments ago. He had taken out his camera again to photograph a particularly stunning cluster of multi-coloured coral, when his mind was blasted by a deafening scream. Pushing off from a coral wall, camera dangling from his wrist forgotten, he raced through the maze of tunnels, calling out frantically, _‘Donna! **DONNA!!! I’M COMING!!!** ’_

He could sense her fear and tried to project a sense of calm but he was getting a jumble of images that he could not sort out quickly enough to discern the danger. Manoeuvring through a narrow passage, he turned a corner and was finally able to see his companion in the centre of a chamber with several openings, a cross-roads of a sort. She was bolt upright, treading water as silently as she could, making small, almost imperceptible movements. He was just about to ‘call’ out to her when his forward motion allowed him to see the cause of her distress.

Donna Noble was stood face to face with a gigantic moray-like eel.

_‘Doctor, stay away!’_ he heard her whisper in his head. He stopped short, torn between reacting to the alarm in her voice and heeding her warning. He could see her staring down the enormous creature – which was easily five times the size of its Earth equivalent – with an outward serenity that belied the anxiety of her thoughts. His first instinct was to rush in and rescue her, but her instruction had been clear.

Donna could see the Doctor out of the corner of her eye. She had run into eels while diving on Earth and she knew that, if they were left alone, they would retreat on their own, as long as one did not act aggressively or show weakness. She relayed this information to him, begging him to just stay still.

They remained at an impasse for several long moments, the eel retreating and advancing in small undulations. Her restriction on his movements was making the Doctor increasingly anxious. It was his natural instinct to fix things, to take action. He vacillated between waiting to see what transpired and the desire to rush headlong and drag her to safety.

It suddenly struck occurred to him that this creature was not of the Earth variety and may not act in the same way. He wavered between continuing to hold his place as Donna requested and informing her of his observations, possibly frightening her in the process, and argued with himself as to which was the smartest plan. Unfortunately, this inner dialogue must not have been quite so ‘inner’.

He must have made some slight movement, drawing the eel’s attention. It jerked its head in his direction, and he noticed, to his horror, faint flashes surrounded its sinuous body as it moved. This monster was not only enormous, but emitted some kind of low electric current. That made up his mind. He lurched forward, bellowing, _‘DONNA!! Move!! **NOW!!** ’_

The eel turned in his direction, opening its mouth to reveal three substantial rows of teeth. The first consisted of long, extremely pointed teeth, obviously designed to grab and hold its prey. The remaining teeth were serrated, intended to rip the flesh off its victim in short order.

Realizing that the Doctor had forced her hand and waiting out the creature was no longer an option, Donna dove and began to swim away as swiftly as possible. The eel saw her and lunged toward the closer target, catching her wetsuit at the shoulder. She cried out again and jerked her body, successfully extricating herself. It let go and swam back, preparing for another attack.

Before either the Doctor or Donna could react, a colourful blur swam past them and into the gaping maw of the eel. The Doctor was dismayed when he realized it was his friend the puffer fish. The eel, however, was delighted that fresh prey had willingly come to it, and distended it jaws to encompass the morsel. 

Donna swam over to the Doctor and grasped his hand, commiserating over the selfless sacrifice his little friend had made for their sake. To their amazement, the eel shrieked and began thrashing its head. Remarkably, the little fish had puffed itself up to three times its normal size and extended a multitude of spines that lay dormant under its skin, piercing the eel’s mouth.

The eel whipped its head and body violently, trying desperately to free itself from the painful spines. Finally, after one final vicious toss, the creature in its mouth expanded itself one last time and then disengaged. The eel immediately darted into the nearest tunnel and disappeared around a curve. The puffer collapsed back into a harmless looking fish and swam over to the Doctor, poking its snout playfully at the camera still hanging from his wrist.

The Doctor laughed and turned to his companion. _‘I think this little fellow wants his prowess recorded for posterity!’_ he posited.

As though he understood exactly what he had been thinking, the puffer drew itself up and extended its spines again, revealing its myriad of colourful barbs, so beautiful but, as they just witnessed, so deadly. The Doctor snickered as he brought up the camera, tickled at the show his little friend put on for their benefit.

After several minutes of posing for the camera, the little fish returned to its normal state, and the Doctor turned to take a photo of his companion. Through the lens, he noticed the rips in the shoulder of her wetsuit and cursed himself for his inattention.

He swam over to her. _‘Donna’_ he asked quietly. _‘Are you alright?’_ He motioned to her shoulder.

She turned her head slowly, _‘Yeah, I think so.’_ She gave him a somewhat dazed look. _‘That eel packed quite a wallop. Good thing your mate here came to our rescue.’_ She reached out and absently ran a gloved finger down the puffer’s back.

The Doctor was concerned at Donna’s lethargic response. _‘Why don’t we head back up?’_ he suggested. _‘You’re a much more experienced diver than I am. So I have no qualms about admitting that I am getting a bit knackered.’_

If Donna hadn’t been somewhat unnerved by the eel, she would have seen through his attempt to distract her from the encounter. As it was, she could not refrain from teasing him a bit. _‘Wore you out, did I? Poor Spaceman. Serves you right for all the running you make **me** do!’_ She extended her hand, which he gladly took.

They swam along for a few moments before she asked, _‘Um, Doctor. Is this the way back to the boat? I’m not recognizing any landmarks.’_

The Doctor was silent for a long few heartbeats. _‘I guess we wandered rather far afield. Let’s swim to the surface and see if we can get our bearings.’_

Before they could make a move, they were startled by a flash of colour, as their friend the pufferfish streaked by and began to swim in circles around the Doctor’s head. Then it dashed ahead and stopped, looking back at them as if to say, _‘Come on, you silly not-fish. Follow me!’_ The two ‘not-fish’ stared at each other and, laughing in their heads, set off behind their unexpected guide. 

The Doctor also noticed a slight pull in his mind, a sense of direction he hadn’t been aware of before. He motioned to Donna that they were heading the right way, and she returned a thumbs up. They _had_ gone farther out than they realized and it took them quite a while before they spotted the partially-submerged dive platform. As they headed toward it, their guide stopped in front of them, puffed itself up, spines fully extended, pirouetted, and then dashed away. They could almost hear it laughing.

By the time they had swum to the platform, Tarlix and his assistant were waiting for them. Tarlix helped them mount the platform and handed them small plastic containers, motioning to fill them with water and hold them up to their faces. With the platform rising, they did as instructed, and the pulmos gently disengaged from their faces and slid into the containers. The platform, by this time, was level with the side of the boat, and they easily stepped aboard.

Tarlix took the containers from them and quickly returned the fish to their tank. He turned back to the pair and remarked, “We were just about to go in search of you. The pulmos here were kicking up quite a bother. What was going on down there?”

The Doctor tried to downplay the situation. “Oh, just a little run in with a most … interesting … creature.” He relayed the meeting with the eel, glossing over much of the more horrific aspects of the encounter.

Tarlix looked at him, puzzled. “That’s odd,” he stated. “The vermilect don’t usually migrate this far until much later in the year. This is distressing news. Something must have happened to change their migratory patterns. We’ll have to check it out, once we get you back.” They quickly hoisted the anchor and Tarlix steered the boat in the direction of the docks.

The Doctor and Donna stepped onto the wood planking, expressing their thanks and wishing them well. The Aequorans tried once again to apologize for the mishap but they assured Tarlix that their holiday trip was not spoiled and, in fact, was all that much more entertaining, largely due to the puffer fish. Carrying their fins and belts, they headed back to the dive shop.

Samtin met them at the door. “Sir, my Lady. Welcome back. Did you have a pleasant day?” He seemed a anxious, despite his jovial expression. 

It was clear to the two travellers that he must have already heard about their adventure. Donna replied before the Doctor had a chance to form a thought. “It was absolutely lovely. Brilliant. Such beautiful fish,” she gushed, in an effort to reassure the nervous shopkeeper. “And those coral caves. Best fun I've ever had. Had a bit of a scare with an eel, but nothing that would spoil the adventure.”

She knew she was babbling but forged on. “The suit is ruined, I’m afraid,” she informed him sadly, turning to show him the ripped fabric of her wetsuit. “We’ll pay for the damages, of course.” She nudged the Doctor, who had been watching Donna with eyes wide and mouth agape.

He quickly shook himself and responded to her prompting. “Oh, yes. Of course we will. Our mistake, after all. Just add it to the bill.”

Samtin began to protest strongly. “Oh, no, Sir, My Lady. No need of that. Please. I will show you. Bring the suit back out when you have changed.” He practically pushed them toward the changing rooms.

Donna looked quizzically at the Doctor, who raised his eyebrows and shrugged. They trotted off and returned a few minutes later, depositing their gear on the table next to the till. The little Aequoran grabbed Donna’s wetsuit, examining the damage and tutting softly to himself. He turned the fabric over in his hands, alternately pulling and bunching it together. 

The Doctor and Donna stood, watching this activity with curiosity. Samtin took the suit to an empty table and carefully laid it out flat. He then retrieved a small polished opal-like stone, and proceeded to rub it over the rents. They reacted with astonishment as the fabric slowly lost its rigidity and began to flow – almost liquidly – back together, sealing the breaches made by the eel’s fangs.

“That’s incredible!” the Doctor exclaimed, rushing over to the table and staring at the now-intact wetsuit. 

“It’s bloody amazing,” Donna chimed in. She had been feeling a rather guilty about damaging the suit, and was now relieved that it was so easily repaired. She smiled at Samtin sweetly, who nodded and inclined his head toward her in response.

After spending a few minutes gushing over the technology displayed by the Aequorans, the Doctor and Donna left the dive shop and headed back toward the TARDIS. Donna was a little weary and was looking forward to relaxing in a hot bath and then retiring to the lounge for a cup of tea. 

The Doctor was uncharacteristically quiet. Donna noticed he was lagging behind and sighed heavily. She knew exactly what was going on in that Time Lord brain of his, and decided she was having none of it. She slowed her pace until they were walking side-by-side, then she snaked her arm through his.

“Stop it,” she stated flatly.

The Doctor, startled by her tone, looked up at her and frowned.

“Stop what?”

“That little pity party you have going on in your head.”

“Pity party? Whatever do you mean? You say the most extraordinary things sometimes, Donna.” He stepped away as if to continue on back to the TARDIS.

Donna tightened her grip on his arm. “You know exactly what I’m talking about. You feel guilty about the eel attack. Just like with the lightning skies, you think that, just because we had a bit of a dust up with some slippery creature, our entire trip was ruined and I blame you and hate you and want to go home.” She eyed him critically.

The Doctor willed his metabolism to not to show his emotional response to her near-perfect summation of what he had been thinking. “I have no idea where you get these notions, Donna. Really I don’t.”

“Your bluff and bluster won’t work on me, Time Boy. Never has, never will.” They continued walking, the Doctor desperately trying to formulate a proper response, while Donna kept quiet, waiting.

They reached the TARDIS and had entered before he spoke again. Tossing his coat on its accustomed strut, he ambled over to the console, slowly circling it, flipping toggles and pressing buttons. When he was certain they were safely tucked away in the Vortex, he stopped and turned back to Donna. His face was a picture of unconcerned calm, but his body language belied this.

“You’re right, Donna,” he said quietly. “I never could put anything past you. I don’t know why I even try, to be honest.” He waited for the expected put-down, which never came. He looked at her as she settled on the pilot’s seat. Leaning back against the console, he smiled ruefully and continued. “That’s one of the things I love about travelling with you. I don’t have to pretend. You accepted the fact that I am an alien without a blink of an eye. I can just be myself without having to worry about appearing human all the time. That’s a great relief, you know.”

Donna still hadn’t spoken, as it was clear to her that the Doctor had more to say, and she didn’t want to distract him. He came and sat down beside her. “It’s one thing to _appear_ human; it’s another thing altogether to have to _deal_ with humans. That’s where you come in, Donna Noble. You are my guide and my compass. You notice the little things I miss when I’m so busy seeing the bigger picture. You never let me get away with doing anything really stupid. Well,” he considered, “maybe not _never_ but hardly ever.”

Seeing her holding back a smirk, he quickly said, “Rambling. Anyway, back on point. You were right again. I _was_ feeling sorry for myself. I have tried for so long to take you on a holiday, something that you would really enjoy, to thank you for everything you do for me. And for the Universe,’ he added hastily. “But it seems like every time there is something that spoils it. I get the date wrong. I don’t read the warnings. I show off and things get muddled. I know that, travelling with me, you have had to give up many things you loved on Earth. I just wanted to give some of it back to you.”

Donna reached out her arms and pulled him into a great hug. “Oh, you big, old softie. You don’t need to impress me, or compensate for anything. I’m here because I want to be.”

He smiled to himself at her assurance and hugged her back. “You did get one thing wrong in your assessment, you know,” he informed her as he sat back on the seat.

“Oh, I did, did I?” she retorted. “Pray, enlighten me.”

“Your assumption that I would assume you’d want to be taken home,” he replied. “You would never do that, not to me, and certainly not to yourself. You aren’t that shallow, to make idle threats like that.”

She eyed him carefully, trying to determine if he was teasing her or not. The sincerity in his eyes shone. She smiled softly and said, “As I said, there is nowhere I would rather be.”

Standing up and grabbing her hand, he led her to the console. “Well, now that _that’s_ settled,” he announced, “I don’t know about you but all that swimming has made me hungry. Ravenous, to be precise. Where shall we go for lunch?”

Donna gazed at him with a slightly sceptical look. “What? You’re not making me cook? That’s a change.”

The Doctor laughed. “I know just the place. Here, hold this lever at Mark 19.5, and turn that dial to Δπ§.” He danced around the console and chortled.

“Doctor!” Donna shouted. “Where exactly are we going?”

“The Planet Mongol, in the Bellaconium Nebula. Best Mongolian barbeque in the Galaxy! And here we go!!” He rang a little bell that Donna had never noticed before, and the Time Rotor began to move.

The Doctor thought long and hard about what Donna had said, and came to the conclusion that perhaps he _was_ trying too hard with his attempts to give her the perfect experience in hopes she would see past the ‘friends’ barrier. He decided to ease off a bit and their lives continued as chaotic – but excitingly enjoyable – as before.

It was a few weeks later when he received an invitation to the Ascension of the 357th G’zahah of the planet Hexodiah. He had always declined such invitations in the past, but he thought it might be another way to court – he laughed to himself at the pun – his companion. He knew that Donna secretly loved dressing up _‘all posh’_ , as she phrased it. And there weren’t many opportunities in their travels.

He thoroughly researched Hexodiah’s history, the role of the G’zahah – and the lives of several of the more prominent ones – and the rituals that comprised the Ascension. He concluded that attending the ceremony and accompanying dinner and dance would be delightfully uneventful. 

He pranced down the corridor to Donna’s suite, shouting her name. She stepped out of the sitting room and confronted the manic Time Lord. “Bloody hell, Spaceman!” she berated him. “You complain about **_my_** shouting. What is wrong with you?”

“Come on, Donna,” the Doctor said as he grabbed her by the hand and began to race up the corridor.

“Come on, **_where_**?!” she demanded. “And why the hurry?”

He stopped abruptly and pulled out his wallet. “Hexodiah!” he chortled, as he showed her the invitation that had appeared on his psychic paper. “Fantastic place, Hexodiah. Beautiful landscape. Exquisite gardeners, the Hexodii. And boy, can they thrown a party!”

Donna perused the psychic paper carefully before handing it back. “Are you sure this is a good idea?” she asked him.

He frowned at her. “Don’t you want to go?” he asked, with a touch of petulance in his voice. “I would have thought you’d jump at the chance to get all dressed up and meet royalty.”

“It’s not that,” she replied tentatively. “We don’t usually get along with despots, is all. We usually end up in the middle of a revolution.”

“Oh, the Hexodii are a jovial bunch. Agricultural society. The G’zahah is mostly a figurehead, with no real ruling power.” He took her hand again and continue up the corridor. “I’ve checked it all out carefully. No major wars. No throwing over the ruling class. Just a nice dinner with a spot of dancing.”

Donna perked up at this last statement. “Dancing?” she asked eagerly. “You’re taking me dancing?!” She frowned. “You **_can_** actually dance, can’t you?”

He stopped in mid-stride and turned to confront her. “I **_have_** been around for quite a while, Donna. I think one can assume that, at some point, I’ve danced.”

“Well, excuse me for asking. We’ve never been dancing, have we? It’s just that, well, seems a shame.”

The Doctor smiled to himself. “We’ll just have to remedy that,” he agreed. “Come on. Let’s find you a suitable frock.” And with that, they embarked on a journey to the Wardrobe Room: left, right, left, ahead, under the stairs, past the bins, and third door on the left. Reaching their destination, he instructed her to look around – but **not** take too long – and chose something. The TARDIS would send it to her room, where she could dress in comfort.

“What?” You’re not going to pick something out for me? That’s new,” she snickered.

He grinned back at her. “I do enjoy a surprise now and again. So…surprise me,” he smirked.

Surprise him she did, he remembered, as he rolled his wrists to get the circulation flowing and prevent them from going numb. 

He had returned to the Control Room and set the coordinates for Hexodiah. After donning white tie and tails instead of his rather unlucky tuxedo, he went back and waited for her. He heard the swish of fabric and turned.

And had the breath knocked out of him at the sight.

Donna was stood in the doorway, garbed in the most beautiful gown he had ever seen. Made from an iridescent fabric, the colour shifted as she moved in shades of purple, royal blue and mauve. It had an empire waist with a jewelled belt, and was fastened at her right shoulder with a large jewel-encrusted pin, leaving her left shoulder bare. The high waist emphasized her natural endowments, and the fabric both clung and flowed around her curves. Her ginger hair was curled and gathered artistically tousled at the crown of her head with similarly jewelled combs. From her ears hung a pair of large teardrop fire opals and a matching pendant lay against her alabaster skin.

The Doctor finally got his voice to work. “Donna,” he breathed. “Blimey!

She was slipping on a pair of purple velvet ballet slippers when she heard him speak. Looking up, she too was taken aback at his appearance. His trousers, with their satin stripe up the leg, were fitted perfectly to his lean frame, and the tailcoat accentuated other physical features that Donna quickly put out of her mind.

“Well, you don’t clean up half bad, do you?” she quipped to hide her immediate reaction to his appearance. “I was expecting to see the same old pinstripes.” She walked around him, teasingly sizing him up. “You’ll do nicely, I reckon.”

“As will you,” he agreed.

“Yeah, the TARDIS has great taste.” She suddenly felt unsure of herself, as the Doctor continued to stare, wide-eyed, at her. “Is this okay, do you think?” she asked, as she twirled around. “I don’t want to embarrass you in front of your royal friends.”

“Embarrass me? Donna Noble, you are magnificent! Absolutely splendid.” Seeing her blush, he knew she was about to contradict him, so he barrelled on. “Hear me out. I have been all over the Universe, seen all manner of species. And I am telling you sincerely and honestly, that you could hold your own right up there with the most renowned beauties in the galaxy.” He knew he was making her uncomfortable, but he was compelled to convince her.

“Donna, I know you’ve spent most of your life being told you were a failure, a disappointment. You’ve grown to believe you are useless and not worth anyone’s time. You never believe me when I tell you are brilliant, but you are. You have great intelligence. You are clever and insightful. You see the small, important details that I often miss.” He beamed at her. “And you are bloody gorgeous in that dress,” he blurted out. “I am proud to be your escort for the evening.”

Donna stared at him, overwhelmed by his words. She ducked her head to hide the blush that was swiftly spreading across her cheeks. The Doctor had always praised her and he was right; she really didn’t believe him most of the time. But there was something different about his declaration this time. Something more personal, she thought. She knew he was waiting for her reaction; she just wasn’t sure what it was.

“Doctor, I…” she stuttered. “I don’t know what to say. It’s all too much.” She stopped again, her mind racing as various emotions filled her. She decided on gratitude, as the safest one. “Thank you, Spaceman,” she said finally, touching his hand lightly. “You are too kind. I’m sorry. I’m just not used to having so many nice things said about me.” She turned and walked toward the TARDIS’ doors. “Can we please just go to the party?” She gave him a shy smile. “I think I could use a drink.”

The Doctor breathed a silent sigh of relief. He was certain he had gone too far in his enthusiasm, and was thankful that Donna had not taken offence at his comments. He gave her a lopsided grin and put out his arm. “I’m sure I can manage that, milady. Hexodiah awaits.”

They left the TARDIS hidden behind a perception filter in an alcove off the main corridor to the ballroom. They got into the queue of guests and, after showing his ‘invitation’ via the psychic paper, were announced and “Doctor and Lady Noble.” For once, neither of them felt the need to correct it.

Donna was awed. The Hexodii were generally humanoid, if one didn’t count the fur-tipped ears, slightly elongated noses and golden-brown eyes. They reminded her of foxes, which she whispered to the Doctor. He chuckled and retrieved glasses of a sparkling amber liquid, and they ambled about, chatting with various dignitaries and their significant others. They were presented to the soon-to-be G’zahah, who laughed heartily when Donna went down in a deep curtsey before him.

“Oh, please, do get up, Lady Noble,” he said, offering a hand. “Delightful creature, Doctor,” he stated, kissing Donna’s hand. “Wherever did you find her?”

The Doctor gently but firmly retrieved her hand and held it tightly. “She found _me_ ,” he explained. “Twice, in fact. It’s like we were bound by some cosmic force.” He lifted her hand and kissed it, looking at the G’zahah pointedly. Donna giggled.

The rest of the evening passed fairly uneventfully. The Ascension ritual was a beautiful – if lengthy – ceremony, and they both were relieved when it came to an end and dinner was announced When they were ushered into the dining room, Donna found herself seated between a diplomat from a neighbouring planet, a barrel-chested humanoid with an enormous walrus moustache that quivered when he talked, and a petite Hexodii female who spent a considerable amount of time separating her food into small piles on her plate and then ate one bite at a time, humming to herself as she enjoyed each morsel.

The Doctor fared no better with his dinner companions. On one side was the Hexodian Minister of Finance, who droned on about the extravagant cost of this dinner all the while eating as if he were afraid it was his last meal. On the other was sat the most dour-face crone he had ever see. Clothed entirely in black, she glared at anyone who had the misfortune to catch her eye. The Doctor tilted his head slightly in her direction and gave Donna an exaggerated grimace, causing her to giggle, resulting in her having to pretend she was choking, so as not to offend the woman or have to explain herself to her seatmates.

**The Doctor shook his head ruefully to himself, as he sat on the cold, stone floor, thinking back on that fateful dinner. It should have been safe. He had done all the research. Or so he thought. But, as usual, things didn’t work out anywhere close to how he had planned. He rattled the chains again in frustration.**

Dinner had progressed to the main course, which consisted of the roasted flesh of some large animal, beef Donna thought until it was placed in front of her and she realised it was blue. She was about to make a comment to the Doctor when something caught her eye. “Doctor,” she hissed.

“Hmmm?” he responded absently.

Donna frowned. The silly prawn was staring straight at her, a goofy grin on his face. What was he playing at? She hissed again, this time more stringently. “Doctor!”

The Doctor had been remembering when Donna had first walked into the Control Room and how the colour-changing fabric of her dress had reminded him of the school of fish that had surrounded her on Aequora. He was so caught up in his memories that he barely heard his companion’s voice.

Donna was perplexed. “Doctor? Are you alright?” she asked. “This is important. Count the waiters.”

The Doctor started out of his reverie, a little embarrassed that he had been caught out. “What?” he asked. “Waiters?” he asked. “What about them?” He glanced around as Donna just stared at him, waiting for the light to dawn. He slowly began to frown, as he realized that there were now twice as many wait-staff as there had been at the start of the meal. He looked back at Donna, who raised her eyebrows.

**The Doctor reached over to scratch an itch on his nose and realized the chains would not allow that amount of movement, and sighed. How had he missed all the signs? he wondered. Had he been so intent on impressing Donna that he had let himself lose focus, missing the obvious in his surroundings and in the timelines?**

Things went downhill very fast after that. It turned out that, in spite of his careful preparation, the Doctor had managed to land them smack in the middle of the only attempted coup the planet had ever experienced. He tried to negotiate with the ringleaders, while Donna, in the confusion, spirited the G’zahah away to another part of the palace. 

After securing the Hexodii leader safely, she snuck back to the ballroom where the rebels had rounded up all the aristocrats, but was caught as she attempted to mingle with a group of Hexodii ladies standing in a weepy huddle. Bright ginger hair and an iridescent gown did not blend in very well. She was snatched up and dragged to the dungeon, along with the Doctor, who was still endeavouring to negotiate with the rebels.

**This is how he found himself in the current predicament: alone, manacled and terrified about Donna. They had taken his tailcoat, so he was without his sonic screwdriver. He felt helpless, angry, and disgusted at himself for once again botching a simple set of coordinates. How did this happen? Again. He had done his research, been so careful. _‘Rassilon, the Universe really does hate me,’_ he thought.**

**He tried to stand but the restraints prevented that much movement. He did manage to get to his knees, and was about to see if he could work the chains out of the stone wall. Suddenly, the cell door opened and two of the rebels entered, dragging a limp ginger-haired form between them. They let her drop to the floor and started out, but not before one of them snarled, “We’ll be back for you soon, Time Lord.”**


	9. Part 9

**Notes for the Chapter:**

> A/N: Okay. This got waaaaaaaaaayyyyy angstier than I had planned. Blame my Muse.

_This is how he found himself in the current predicament: alone, manacled and terrified about Donna. They had taken his tailcoat, so he was without his sonic screwdriver. He felt helpless, angry, and disgusted at himself for once again botching a simple set of coordinates. How did this happen? Again. He had done his research, been so careful. ‘Rassilon, the Universe really does hate me,’ he thought._

_He tried to stand but the shackles prevented that much movement. He did manage to get to his knees, and was about to see if he could work the chains out of the stone wall. Suddenly, the cell door opened and two of the rebels entered, dragging a limp ginger-haired form between them. They let her drop to the floor and started out, but not before one of them snarled, “We will be back for you soon, Time Lord.”_

The Doctor tried to reach for the still figure in front of him, pulling futilely at the manacles that held him to the wall and wrenching his shoulders painfully. He turned his face toward the closing door and screamed, “Come back here, you bloody bastards! You **_will_** regret this, I promise you! You will know the Fury of the Time Lord!!!”

“Oh, put a sock in it, _Time Lord_ ,” a muffled voice at his feet grumbled.

“Donna?” he asked tentatively, confused and concerned at the tone of her comment.

“That’s my name; don’t wear it out,” she retorted, as she slowly unfolded herself from the heap she had been left in.

The Doctor sat back on his heels, frustrated that he could not assist her. “Are you alright?” he asked, deeply concerned. She raised her head, giving him a clear view of her face. She had a scrape on one cheek, a bloodied nose and the beginning of a fairly spectacular black eye. The Doctor was horrified. “What did they do to you?” he demanded. “They will answer for this!” he shouted at the door

Donna crawled over to him and grabbed his hands. “Doctor. Please. Just stop. I have a splitting headache and your screeching is not helping.”

“But, Donna. Your eye...”

She put one hand over his mouth. “Give it a rest,” she insisted. “It’s not as bad as it looks. But we do need to get out of here.”

“Not as bad as it looks?” he cried, as he broke free from her restraining hand. “Donna, it’s appalling! They manhandled you! I can’t let that stand!!” He was at once enraged at the treatment she had received and confused by her somewhat callous dismissal of his concern.

“You can and you will, Time Boy,” Donna barked. “Listen. You have no idea what is really going on here. Please. Trust me. We have to go. Now. Before Marvent and his goon come back.”

“And how exactly do you suggest we do _that_?” the Doctor shot back, shaking his chains for effect, clearly affronted by her attitude.

Donna rolled her eyes and reached behind her, dragging out a wadded lump of black cloth, which turned out to be the Doctor’s tailcoat. Rummaging around, she produced his sonic screwdriver and gave him a pointed look. 

He glared at her for a moment and then sighed. “Three,” he stated, flatly.

“Should have known the setting for locks was in the top five,” she muttered, “what with all the locked doors and prison cells you manage to end up in.” She thumbed the device to the proper setting and aimed it at the Doctor’s hands. After a brief, high-pitched whir, the manacles opened and fell heavily to the floor, and he groaned as he flexed his aching shoulders. He tried to stand but his knees were weaker than he thought.

Donna, anxious about getting away from the cell, reached over and slowly assisted the Doctor to his feet. He was obviously in pain but she knew they couldn’t dawdle. Handing him the jacket, she carefully draped one of his arms across her shoulder and carried/dragged him to the cell door. Pointing the sonic, she quickly unlocked the door and peered out cautiously.

Seeing that the coast was clear, she led the Doctor down the corridor. As they reached the end, a young man stepped out and blocked their way. Protectively, the Doctor tried to push Donna behind him but she evaded his grasp and approached the newcomer. “Donna! Stop!” the Doctor cried, alarmed.

She put her hand on his chest. “I know what I’m doing, okay?” Turning back, she addressed the rebel. “Is everything sorted, Perran?”

The young man gave her a half-smile. “Not entirely, Miss Donna, but we’ll take care of it. Bareen and Jonrec have Marvent captive in a cupboard and the rest are waiting in the ballroom for our instructions. I’m pretty sure that, once he realizes that no one is really willing to fight with him, Marvent will be ready to take our grievances to the G’zahah. You’re sure he really will listen?”

Donna placed her hand on his shoulder and gently squeezed. “I spoke to him myself. He had no idea there was any discontent. He’s a really nice bloke, easy to talk to. As long as you can get Marvent to behave himself, I’m sure it will all work itself out.”

The Doctor watched this exchange, bewildered at what was happening. One thing was clear. The situation, as Donna had told him, was _NOT_ as it appeared. He had no choice but to wait until they returned to the TARDIS to question her. He was getting a bit restless, and bounced from foot to foot impatiently.

Perran glanced over Donna’s shoulder, watching the Doctor suspiciously. “That’s the Time Lord?” he asked. “Is he alright?”

Donna turned her head and, seeing his antics, snickered. “Don’t mind him. He’s like a two-year-old with a sugar rush.” She hugged Perran impulsively. “Good luck,” she wished him. She grabbed the Doctor’s arm and dragged him away. “Come on, Spaceman,” she urged. “Let’s go home.”

Donna half-pulled the confused Time Lord all the way to the unused ballroom where they had landed the TARDIS. Snapping his fingers impatiently, he strode through the opened doors and angrily made the course corrections on the console to put the ship into the safely of the Vortex. Turning suddenly toward his companion, he bellowed, “WHAT. THE HELL. JUST. HAPPENED?!?!”

Donna, who was sat on the pilot’s chair bent over with her face in her hands, replied wearily, “Doctor, could you please stop shouting at me? My head is splitting and I am bone tired.”

At the exhausted tone of her voice, the Doctor’s anger instantly dissolved and turned to worry. He rushed over to her and knelt down. Gently raising her head, he was ashamed that he had so easily forgotten her injuries. Taking her hand, he rose and helped her to her feet. “Come on, love. Let’s get you to the infirmary and take care of those bruises.” His voice held an edge that Donna recognized as surpressed anger.

“I’m alri…” She stopped and gave a weak smile. “I’m fine. Just a little headache.”

“Of course, you’re _‘fine’_ ,” he scoffed, knowing full well that she wasn’t. _‘I can’t believe I let her stop me from giving those little hooligans a taste of their own medicine,’_ he thought as he led her slowly to the examination bed.

She didn’t need to be a touch telepath to know what he was thinking. He was blaming himself for her injuries and perhaps even a little miffed that he hadn’t been able to defend her honour, as she was sure he saw it. She had to set him right. “Doctor,” she said, as he helped her up. “It’s not what you think. They didn’t hurt me back there. Honest.”

“Really?” he questioned, unable to keep a note of sarcasm from colouring his tone. “I believe your eye and nose would disagree.” He picked up an instrument from the table and turned to scan her face. He was surprised when she grabbed his wrist, curtailing his movement, more surprised still by the strength of her grip.

“Doctor. Please,” she pleaded. “Let me explain.”

Knowing his companion well, he set the instrument down and sat next to her, holding in his temper. “Go ahead,” he said. “I’m listening.”

Donna took a deep breath and began. “Well, you know how we were captured and dragged down to the dungeon. While they were distracted chaining you up because you wouldn’t stop yapping at them, I bolted out the door and ran to get help. As I started down the corridor, I slipped on some kind of muck on the floor and lost my balance. Unfortunately, just as I started sliding across the floor, a door on my right opened and I smacked head-first into it.”

The Doctor started to react, but thought better of it, seeing the stern look from his companion.

“I was about to start pleading for my life in my best _damsel-in-distress_ voice, but Perran, the young man you just met, picked me up and took me into the room, worrying all the while that I was badly hurt. Well, as you can imagine, I was surprised. They didn’t act like ruthless revolutionaries. Come to find out, they aren’t. They’re **_students_**!”

“Students?” the Doctor questioned.

“Yeah, students. Turns out, for a long while now, the Hexodian High Council has been putting restrictions on travel off-world, and even prohibited the importation of anything non-essential from other planets. These young kids just wanted to be able to expand their knowledge. Learn new things, ya know? They tried talking with their professors and the university administrators, but they got very little response. So they talked amongst themselves, trying to figure out how to make their issues known.”

Donna picked up the glass of water that the Doctor intuitively knew she would be needing. She took a long drink, parched from the lengthy narrative, and then went on. “Somehow, one of the students had gotten hold of a contraband videotape of a student protest on a university campus in America. Didn’t get the details but the gist was, a group of students took over an administration building and held a ‘sit-in’ until people listened to them.

“Well, the kids jumped on this idea. It was really supposed to be a quiet, civilised protest at the Ascension. But you know how things go. A few of the more radical students advocated for a more _forceful_ protest. Many – actually most – of them were against it, but they were shouted down by Marvent and his cronies. And you saw what came of that.” She stopped and gave a heavy sigh.

The Doctor was unusually quiet. Donna could see he was trying to understand what she had told him and reconcile that with his preconceived ideas. She waited patiently until he got his head around the idea that these were not vicious revolutionaries, but rather young people wanting to be heard. As his thunderous but somewhat confused expression cleared, she relaxed a bit, confident that, once he finished processing what she had told him, he would see the situation for what it was.

The Doctor pondered the startling information his companion had relayed and, while he was relieved that Donna had not been in the danger he suspected, he was still very disturbed that, once again, she had been put in peril by his own unwitting actions. He knew better than to express this thought aloud. Donna had made it abundantly clear on past occasions that she did not hold him responsible and would sometimes scold him for even thinking it. He kept his misgivings to himself, but that did not remove the burden he silently carried.

As she watched the expressive face of the Doctor move from thought to thought, Donna knew he was blaming himself again. Deciding she need to distract him from his mental self-flagellation, she placed the water glass on the instrument table and drawled, “Well? Are we doing this or what? The headache isn’t going away on its own, and you need to restore my complexion to its dewy radiance.”

He knew what she was doing, and he was grateful for it. Following her lead, he snarked in reply, “Well, I’m not sure I have equipment _that_ sophisticated.” He gave her a wicked grin.

“Oi!” she snapped back, playfully swatting at his arm. “Just hurry it up. I’m famished. I didn’t get to finish dinner, and I was really looking forward to afters.” She smiled back at him, pleased that they were back to their usual easy rapport.

After confirming that there were no fractures, the Doctor applied a cooling ointment to her eye, cheek and nose. As he waited for it to infuse, he placed his fingertips on Donna’s temples, gently massaging them and reaching out to her pain centres. The contented sigh confirmed that he had tapped into the proper area, and he sent mental images of calm and tranquillity.

When she was completely relaxed, he ran a device that he called an assimilation accelerator to hasten her body’s natural absorption of the blood of her black eye. Then he took an instrument she was quite familiar with - the dermal reconstructor - and repaired the damage to her cheek and nose. He looked over at his companion as she lay on the exam table with her eyes closed and smiled, thankful that her injuries were easily mended.

Donna’s eyes weren’t entirely closed. She watched, beneath hooded lids, as the Doctor moved about the infirmary, returning equipment to its rightful place and shutting down the scanners. He was still in his dress trousers and white shirt, although the bow tie was hanging loose about his collar and his tailcoat had been tossed unceremoniously over a chair. She was struck by how fluid his movements were, how lithe and graceful. “It’s a shame, really,” she stated, almost to herself.

The Doctor started, having assumed she was asleep. He turned back to her and asked, “What’s a shame?” surprised to see her sitting upright.

“That we missed the dancing,” she replied, wistfully.

That caught him unawares. “Dancing?” he puzzled. “I didn’t realize you were so keen.”

“Well, it’s something we haven’t done before,” she responded, trying to sound off-handed. “I thought it would be,” she paused as she tried to find the right word, something safe, but at the same time honest. “Fun,” she finished, lamely.

“Oh!” he exclaimed. “You wanted to dance with **_me?!_** ”

Donna stared at him. “No, I wanted to dance with the Grand Vizier of the Exchequer,” she barked out, laughing. “Of **_course_** , I wanted to dance with you, ya prawn.”

A soft pink tinged his cheeks. He reached for his tailcoat and put it on, hoping it hadn’t been noticed. “Well,” he replied flippantly. “Who am I to deprive a lady?” He helped her down from the exam table. As soon as the door opened, soft waltz music could be heard. “See?” he declared. “The TARDIS seems to agree. _Allons-y_ , Milady?”

They entered the Control Room and Donna was immediately struck by the sound of ethereal music. The melody was in three-quarter time – waltz time – and being played by instruments that were at once familiar-sounding, yet almost otherworldly: high strings of some kind, a reed similar to, but not quite, an oboe, something that approximated a double bass, and a beat that reminded Donna of a _bodhrán_ , a Celtic drum. She stopped to listen for a moment, letting the soft sounds wash over her.

She turned to the Doctor and whispered, awed, “What is this music, Doctor? It’s beautiful, but…strange. I’ve never heard anything like it before.”

He smiled a sweet but somewhat sad smile. “You have a good ear, Donna,” he affirmed. “It’s from my home planet.” He grew quiet as he listened to the ancient yet all-too-familiar tones, wondering why his ship had chosen this particular piece. “My mother composed it, actually. She had a gift; her music could heal mind and spirit. She wrote it for me, while I was at the Academy.” He closed his eyes as the memories filled him. “It was written for the anniversary of the establishment of our family House. A very big, very pompous affair.” He sniffed derisively as he remembered. “I wasn’t allowed to return home for the occasion, so she sent me a recording she had made of it and told me it had actually been written for _me_ , that she knew I was unhappy at school and she hoped it would remind me that she loved me, and would soothe my troubled soul. It was our little secret.”

He slowly opened his eyes and saw Donna gazing at him enigmatically. “What?” he asked, anxiously.

“There is just so much I don’t know about you,” she answered honestly.

“I know. And I’m sorry. But I have lived so long and seen so much….” He trailed off.

She reached out and took his hand. “You don’t have to carry all that on your own, you know. You’ve got me.”

His heart did a little flip and he smiled. “And I am so very lucky for that. One day,” he promised. He led her out onto the grating and inclined his head. “And now, Ms Noble, we really shouldn’t let this lovely music go to waste. Shall we dance?”

Gingerly, he placed his left hand at her waist. She responded with a light hand on his shoulder. The memory of the last time he had danced in the TARDIS flared suddenly. He had different face then, and a different companion. That dance was a 1940’s American swing, a little wild, a little mad, with a bit of self-congratulation at his prowess involved, not to mention an audience. This was a totally different situation.

This melody was slow and sweet, and the Doctor cherished the almost-chaste intimacy of their positions. They were alone and no words were spoken as they moved in the classic waltz step, his left hand guiding her gracefully around the console. He felt her relax and, without any conscious thought, his hand glided to rest at the small of her back. She gave a small sigh and responded by sliding her arm across his shoulder.

They danced and the moment seemed endless. They moved with a unity and grace that surprised and pleased them both. They danced, contented. But like all good things, it finally came to an end and the music faded. They continued to sway together for a while before they stopped completely. Something significant had taken place, they both realized, but neither was sure exactly what, or how they felt about it. They stood, eyes locked, until Donna, self-consciously, stepped away from the Doctor. “Thank you,” she said, simply. “That was wonderful.” And she turned to exit the Control Room.

“Sleep well, Donna,” was all he said.

Neither mentioned their respective sleepless night when they met for breakfast the next morning. And in typical chaos of the days that followed, there wasn’t a chance to think properly about _‘The Dance’_ , and it was soon forgotten. Or rather, placed aside.

Weeks progressed and, in the way of a Time Lord, they found themselves, not in the places they intended to go, but where ultimately they needed to be. The Doctor tried to take Donna to the opening of Disneyland in 1955, but they were diverted to a planet on the brink of civil war, and it was only the Doctor’s silver tongue and power of persuasion – with a dash of Donna’s loud voice and mad computer skills – that prevented a global tragedy.

They were on their way back to Earth so Donna could visit her family when the TARDIS was hijacked in mid-flight, by a long-forgotten defence system on a planet that had devolved away from technology and back to an agricultural society. The Doctor was able to extract the ship from the stasis field she was caught in, and he and Donna spent several long days searching out and deactivating any leftover mechanicals. It was exhausting but the natives were so grateful for their assistance, they supplied them with vegetables, and the most delicious fruit-filled pastries. She inwardly smirked as he graciously but forcefully refused the pear tarts.

Time passed, as it does, and one afternoon Donna was sat in the galley, sipping a cup of tea while the Doctor tended to some ‘absolutely necessary’ repairs to the TARDIS. He had been prowling around under the grating for several hours now and it gave her time to think. 

She was in a quandary. There was something not quite right. She felt it in her bones, but couldn’t put her finger on exactly what. The Doctor seemed his usual manic self, but there was a touch of something else. He was wary - almost guarded - sometimes, like he was weighing his actions against a standard that she could not even fathom.

She got up and rinsed her empty cup, thinking about what she would do with herself during this Doctor-imposed downtime. It was happening with more frequency than usual, she noted. Not like the extended ‘sabbatical’ they took after Midnight, but still with disquieting regularity. Oh, they still had adventures, mind. But as Donna thought back, they didn’t have the same urgency or significance.

Deciding that she needed to have a little chat with her travelling companion, she stepped into the Control Room and glanced around. The Doctor was nowhere to be seen, but she heard the distinctive tones of what she imagined were Gallifreyan curse words floating up from the grating. She was about to tease him about it when she caught sight of something on the floor under the pilot’s chair. It was the wallet that held his psychic paper. It must have fallen out of his suit coat pocket when he threw it over the seat.

Donna bent down and picked it up, intending to replace it, when she noticed a faint glow emanating from the closed wallet. Opening it, she gasped as she read the flashing message. Stomping across the grated floor, she called, “Doctor!”

A disembodied voice floated up from the grating, “Bit busy here at the moment, Donna.”

She called out again, “Doctor!” a little louder.

“I’ve just gotten the frequency stabilizers uncoupled and ready for re-synchronization. Can it wait?” the voice answered, followed by another string of invective and a loud metallic clang.

“No! It bloody well **can’t**!” she barked. “ **DOC-TOR!!!** ”

The Doctor’s tousled head appeared through the opening in the floor. “Blimey! “I haven’t heard those dulcet tones in a while,” he remarked sarcastically. “Okay. What is so important?”

Donna held out the wallet. “What is this?” she demanded.

“My psychic paper,” he replied, confused and a bit wary.

“I know that, ya prawn,” she snapped. “I mean **THIS!** ” And she flipped the wallet open, revealing flashing red letters that had begun to fade noticeably.

The Doctor blanched and slowly hauled himself back up onto the grating. He reached for the psychic paper but Donna snatched it away.

“This is a distress call, Doctor,” she stated, waving the psychic paper just out of his reach. “A. Distress. Call,” she repeated with emphasis. “And from the look of it, it’s a couple of weeks old.”

He drew himself up to his full height and towered over her. Without ceremony, without a word, he grabbed her wrist and prised the paper out of her hand. Thrusting it into a trouser pocket, he stared at her for a moment, and then turned back toward the open grating.

Donna was livid. Never before had the Doctor treated her so heavy-handedly. She bounded after him and stopped him with a strong hand on his upper arm. “Don’t you walk away from me, Sunshine.”

He turned, the Oncoming Storm in his eyes. She dropped her hand and pleaded, “Doctor. Talk to me.”

His features softened a bit but his eyes were still hard as glass. “It’s none of your concern, Donna. Drop it.”

She refused to back away. “Of course, it’s my concern. If it affects you, it affects me. Whatever happens in this ship _is_ my concern. So, please. Why did you ignore a distress call?”

He scrubbed his face with his hands. “It wasn’t really all that important. Most of these signals aren’t.”

“Not that important?” she protested. “How was it any less important than that _incident_ back on Pontefract, or whatever it was called?”

He chuckled in spite of himself. “Pontrifris. And that was _very_ important. We diffused a very dangerous situation there. Gangs of roving thugs were terrorizing the population!” he protested.

“Dangerous?” she scoffed. “Thugs?! They were **_puppies_** , Doctor. Actual, furry puppies! Okay, they were five-foot tall puppies, but puppies nonetheless. The worst they could have done was slobber someone to death! You wanted to bring one home with you, remember?!” She paused. “Wait. You said _‘signals’_. As in _plural_. How many more have you ignored?” She shook her head. “This isn’t like you. It’s not what you _do_. You save people.”

That tone in her voice, so reminiscent of her beseeching him to _‘Just save someone’_ so long ago in Pompeii, triggered a wash of guilt that had been hovering just beneath his conscious mind ever since they left Hexodiah. He had been trying so hard to keep her safe. Why didn’t she understand that and leave well enough alone? Why did she have to constantly question him, to challenge him, to push at him?

Guilt blossomed into anger and he lashed out. “‘ _Not like me’_? Do you really think you know me, Donna? I’d roamed this Universe for **_hundreds_** of years before I met you, and I’ll do so long after you’re gone. You said this is what _‘ **I do**_ ’. Well, my dear, I’ve done things and seen things you couldn’t possibly imagine. Or understand,” he said, bluntly.

He began to pace around the central console. “I’ve spent my entire adult life _‘saving people’_. I became an outcast and a pariah to my own people when I wouldn’t adhere to their ill-conceived and barbaric policies of _‘Non-Involvement’_. I finally stole the TARDIS and ran away. For that matter, I’ve been running away since I was a child and was forced to gaze into the Untempered Schism, a gap in the fabric of reality. It was painful and terrifying, and I ran away from it. I suppose you could say I never stopped running. I chose the name _‘Doctor’_ , rather than _‘Warrior’_ or _‘Politician’_. I wanted to be a helper, a healer.”

Something broke inside of him, something he had been holding at bay for a long time, and he began to speak, almost to himself. “I’ve always had companions with me, mostly to stave off the loneliness, but also to have someone to teach, to show off to, to share my love of the Universe. Most came willingly, some not so much. Once in a while, someone would arrive unannounced and, initially, unwanted.” He turned to give her a pointed glance.

He was gathering steam both vocally and physically. “They were my assistants, my students, my protégés. I cared for them the way a mentor cares for his charges.” He stopped, a wistful look on his face. “There was one,” he reflected. “A journalist, who meant more to me than I realised until I had lost her.” He turned to Donna and whispered, “I abandoned her. I was forced to, by those self-serving autocrats on Gallifrey. I had no choice.” He brushed a finger over the corner of his eye.

“Assistants came and went,” he went on. “Mostly of their own accord. I got used to it, the separation, the change. I was more pragmatic back then.”

His eyes grew cold and his face tightened. “Then came The War.” He said nothing more for a very long time. And Donna realized lost in his memories and had probably forgotten she was even there. Whatever this was building up to, she had to let it happen. So she sat down slowly on the pilot’s seat and waited.

He started speaking again, his voice quiet and tone even. “After The War, I was different.” He gave a wry smile. “Some might say I was a little reckless, almost suicidal. I was probably suffering from a touch of PTSD too. Killing one’s entire species has a tendency to do that to a person,” he said sarcastically.

“I was alone, and content to be that way. I rambled around, helping where I could, watching in anger and frustration and pain when I couldn’t. Or shouldn’t. Fixed points, remember? I was a mess. I admit it. I was emotionally exhausted, my senses were raw, and I really don’t think it would have mattered if I died, so long as it was a good death.

“And then I met Rose.”

The Doctor shook his head. “I had learned that Earth was in danger – **_again_** – and I just had to save it – **_again_**. I was in a really bad way, that me. Rash to the point of self-destructiveness. And suddenly, here was a being so full of life that one couldn’t help but be uplifted just being around her. She saved me, in a sense. She made me realize that I _did_ have something to live for, that maybe I was spared for a purpose.”

His features softened a bit as he remembered. “She was good for me. And I cared a great deal for her. Losing her was devastating. She was my responsibility and I had promised to watch out for her, to take care of her. I wasn’t even given a chance to grieve properly. A fiery whirlwind in white lace burst into my misery with all the subtlety of a runaway lorry.”

He looked directly at Donna. “You have no idea what you did to me that day.” He shook his head. “Hard to believe it was only one day, isn’t it? Your sudden appearance on the TARDIS threw me for a loop, and I had no time to wallow in my misfortune. You pulled me straight out of myself, giving me a run for my money. How could I sit and feel sorry for myself when I had another life to save? I felt alive again, standing on the Thames Water Barrier. I thought that, perhaps, I had found a companion who was clever, intelligent, practical – cos I _do_ need that once in a while – who was more of an equal than an assistant. So I asked you to come with me.”

His face grew hard again as he remembered. “And you turned me down. No one had ever done that before. And not only that, you said I **_scared_** you. That wounded me as if you had shot me through the hearts with an arrow. And to make it worse, you told me to _‘Find someone’_. I **_had_** found someone. You! But you didn’t want me.”

He started to pace again. “So I went on. I was now grieving on two fronts, and I am ashamed to admit that I took it out on Martha Jones. Poor Martha. She was brilliant, loyal to a fault, willing to do anything to help me. I was so wound up in myself after losing Rose and your refusal that I couldn’t see what was right in front of my eyes.” He sighed. “At least she had the good sense to get out before I destroyed her.”

Donna had been listening to the Doctor, patiently at first, surprised – and pleased, if she were honest – that he was opening up to her about his past. But as the ranting continued, she grew exasperated. Finally, as he paused to take a breath, she interjected, “Doctor. Stop a moment. While I am honoured that you would share all this with me, what the hell does it have to do with the distress call?”

The Doctor glared at her. “It has **_everything_** to do with the distress call!” he retorted. “Because, after all that, after I had accepted my lot and was continuing on, **YOU. CAME. BACK**!”

Donna gasped. This was the last thing she expected to hear. “So this is **_my_** fault somehow?”

“Yes,” he stated flatly. “Once again, you barrelled into my life and onto my ship, and I was lost. I had never dreamed I would ever see you again, had accepted my lonely existence. And there you were again, across the boardroom at Adipose Industries, miming in the most ludicrously enchanting way. When we met on the stairs and I said it was like old times, I meant it. It felt so natural and right to be together.

“But after it was all over, I was afraid to ask you to come with me again, fearful of your rejection. For that reason, and after the misunderstandings with Martha, I told you I just wanted a mate, hoping that would allay your concerns about your safety, travelling with me. It stung a bit, hearing you so vehemently agree and your rather unflattering description. But you said yes, and that was the most important thing. At the time,” he added slowly.

He continued quickly before Donna had a chance to respond. “I knew you were special from moment we met. Well,” he drawled, “maybe not from the **_first_** moment. I was too busy being confused and you were too busy shouting. But I realized very quickly that you were different, extraordinary even. Which was why I was so disappointed you turned me down before. But you were back here, now, and it was wonderful.”

He turned back to the console and pretended to adjust a dial or two. “It was Pompeii that changed things. When we were in the escape pond under the volcano. You covered my hands on the lever and selflessly whispered _‘Never mind us’_ , and my hearts leapt. I think that was when I started to fall in love with you.”

His shoulders tensed at the memory. “I tried to resist, I really did. Time Lords don’t fall in love. Love was not a valued emotion on Gallifrey. It’s unseemly and undignified. And especially not with a **_human_**!! And you had made it abundantly clear that you wanted no part of _‘that nonsense’_. But you made it impossible. The more we travelled, the better I got to know you, the deeper I sank. Your compassion for the Ood. Your care for me after Midnight. The way you forced me to see Jenny for who she really was.

“But what sealed it for me was your unconditional acceptance of who **_I_** was. You acknowledged I was an alien and didn’t bat an eye, never expected or tried to make me act human. Oh, you reminded me – constantly– of the human side of things, the little details that escaped me. And it made me love you all the more for it.”

He stopped fiddling with the console and turned to look directly at her. “So, I set about trying to change your mind about that _‘mates’_ business. I decided to woo you, slowly and carefully, hoping you would see me in a different light. But it all went wrong. No matter how I tried, no matter where we went or what we did, in ended in disaster. And not just disaster, in pain. On Woman Wept, I made you cry. You were almost attacked by a Time Beetle on Shan Shen. The Lightning Skies actually **_wounded_** you! I got you thrown in jail and assaulted at what should have been a simple coronation dinner!!”

His hands curled into fists. “I found myself becoming obsessed with your safety. So I began to weigh the merits of potential destinations and situations with the possibility of danger to you. And yes, I ignored distress calls. I could not, **_would_** not allow you to be harmed in any way. And if that meant we travelled to the Planet of the Puppies, then so be it.”

He abruptly turned away from her, anger steaming off his skin like a sunburn. “It’s killing me inside, this tug-of-war between my responsibilities as the last of the Time Lords and my overwhelming need to keep the woman I love safe. I hate myself for allowing such base, human emotions dictate my actions, and I have found myself wondering if it wouldn’t be better if I just dropped you back off in Chiswick.” He suddenly slumped against the console looking utterly defeated.

Donna had been silent throughout his diatribe. What he revealed shocked her, for several conflicting reasons. The Doctor loved her? How was that possible? She had begun to suspect something was changing in their relationship but love? And as far back a Pompeii?? _‘Just like him to keep schtum about something so important, the git’_ she thought.

Once this startling revelation had settled in her brain, more of the Doctor’s words registered, and her indignation grew. She rose up off the pilot’s seat and confronted the wilted figure of the Time Lord. “Let me get this straight,” she spat. “You love me but you hate the idea and it’s all my fault. Only you could declare your undying love and insult an entire species in the same breath! Well, Sunshine, maybe you had the right idea there. Maybe it **_is_** time I went home.” She abruptly turned and headed for the corridor that lead to her bedroom.

The Doctor, who had been wallowing in self-pity, started at her declaration and raced after her. He caught her just before she opened the door and stopped her with a hand on her shoulder. “Donna. Wait. Please listen.”

She wrenched out of his grasp and confronted him, her head tilted up to face him straight on. “No, **_you_** listen, Time Boy. I think you need some time to figure out what exactly it is you want, without any **_distractions_** ,” she said with emphasis. “Find out what is important to you, what you can live with, and what you need to let go. I can’t help you with that. I’m sorry. But I have to go.” She opened the door and went in, closing it firmly behind her.

A while later, Donna entered the Console Room with a suitcase, a small satchel and a large handbag. The Doctor was waiting, standing mutely on the ramp to the outer door, his arms folded, his face a stony mask. He had taken the intervening minutes to think about what had just happened, and he was angry. He had tried to tell her how he felt and she turned on him. He had decided that maybe it **_was_** better if she left. Maybe these feelings would subside and he would be able to breathe again.

The two time travellers stared at one another for several minutes, neither wanting to break the silence. Finally, Donna took a deep breath and said, “I’m only taking what I need for the immediate future. I fully intend to come back, either to stay or to pick up the rest of my things. Which one it is will depend entirely on you. Think long and hard, Spaceman, and then come get me when you’ve made up your mind.” She glanced at the console and saw that he had already landed them in Chiswick, around the corner from her mother’s house.

She wheeled her case to the doors and he pulled the left one open. She put her hand on his cheek and said softly, “Take care, Doctor. Be safe.” She stepped out of the TARDIS and started to walk away, but stopped and turned back. “Oh, and just for the record,” she stated softly, her eyes sad but dry. “I love you too, you dumbo.” With that, she continued down the street.


	10. Part 10

**Notes for the Chapter:**

> This chapter took me a VERY long time to write (two years-no exaggeration). Writing an existing episode into an AU story was more difficult than I ever expected (and I have 2 more to go!). My Muse gave up on me and left this story to languish. Perhaps this is the only good thing to come of being on lockdown.
> 
> Additionally, as I went to post this, I realised that I have never posted the other chapters here on AO3. So that has also been remedied.

_The two time travellers stared at one another for several minutes, neither wanting to break the silence. Finally, Donna took a deep breath and said, “I’m only taking what I need for the immediate future. I fully intend to come back, either to stay or to pick up the rest of my things. Which one it is will depend entirely on you. Think long and hard, Spaceman, and then come get me when you’ve made your decision.” She glanced at the console and saw that he had already landed them in Chiswick, at the corner of her mother’s street._

_She wheeled her cases to the doors and he pulled the left one open. She put her hand on his cheek and said softly, “Take care, Doctor. Be safe.” She lifted her case out of the TARDIS and started to walk away, but stopped and turned back. “Oh, and just for the record,” she stated softly, her eyes sad but dry. “I love you too, you dumbo.” With that, she continued down the street._

The Doctor stood in the open doorway of the TARDIS, watching the retreating figure of his companion. He stayed rooted on the spot until Donna turned the corner and disappeared from his sight. With a great sigh, he turned and re-entered his ship, closing the door slowly behind him.

A myriad of emotions swirled around his Time Lord brain. Anger and guilt vied for supremacy. He was saddened and disappointed by Donna’s abrupt – to him – decision to return home. He had thought she was happy here on the TARDIS. He felt bereft, already missing her companionship.

He was more than stunned by Donna’s parting comment. She loved him? He couldn’t believe it. He had been trying so hard to get her to see him as more than a friend, and it worked. His hearts beat with joy.

But then he thought again. Why did she wait until she was leaving him to tell him something so important? His elation quickly turned to anger. How could she do this to him? He just bared his soul to her, and once again she had rejected him. 

A tempest raged inside the Doctor, one that his ship knew would not soon be resolved. She quietly moved herself to a more secluded location and wisely enabled the perception filter. She then retreated to the background to allow her Thief’s contemplation – although Donna would have termed it _brooding_ , she thought with a smile – of his situation.

The Doctor began to pace around the Control Room, arguing with himself, first internally and then out loud, as the arguments got more intense. One half of him – the desperately lonely, almost Human part of him – wanted to throw open the TARDIS doors, run down the street screaming Donna’s name and beg her to come back with him. The other – the more rational, arrogant, self-important Time Lord side – refused to entertain the idea. 

“What kind of pathetic excuse for a Time Lord are you?” he asked himself. “She’s spurned your advances, stomped on your hearts and laughed at your pain. And you still want to chase after her like a love-sick puppy!”

The other half of his mind held firm. _“You love her. You’ve always loved her. And now you know she loves you. What else matters?”_

“What else matters?!?!” he raged against himself. “What else **MATTERS**!?! What about the dignity of a Time Lord? The vast responsibility we have for the continued wellbeing of the Universe? How can we possibly focus our energies to maintain the delicate balance of time and space while having a mere **human** under foot?”

_“You pompous arse!”_ his other self snarled. _“Gods, you sound just like those stuffed robes back on Gallifrey. So smug, so superior. Mere human!? Donna, a **mere human**? She’s magnificent, better than we deserve. We’d be **insane** to let her get away from us!”_

“The insanity lies in shirking our duties as the Last of the Time Lords. If she had been willing share our burden, to assist us in this, then perhaps I could justify dealing with the difficulty of having a lesser species underfoot.”

_“ **‘Share our burden’**?!?!?” _the Other roared. _“Have you forgotten Pompeii?!? She was willing to **DIE** that day. ‘Never mind us’, she said. She’s been nothing **but** supportive, nothing less than brilliant. She’s saved us countless times_….” His voice trailed off and he narrowed his eyes. _“You’re afraid! That’s what it is.”_

The Doctor bristled. “Afraid? Me?” He scoffed. “What have **_I_** got to be afraid of? I’m the Oncoming Storm, the Destroyer of Worlds, the Bringer of Darkness.”

The Other slowly shook his head. _“You’re a frightened little boy hiding in a cupboard at the Academy. You’re terrified that, if you let ourselves get too close, if you open ourselves to another, you run the risk of getting your hearts broken.”_

The Doctor drew in a breath, to bellow his objection to his other self, when, without warning, the air was rent with a low, sonorous knell from deep within the heart of his craft.

“The Cloister Bell!” he exclaimed with alarm, racing over to the console to find the source of emergency. He grabbed the monitor and scanned through screens of data, searching frantically for signs of danger and/or devastation, as the Bell continued to toll.

After a few confused seconds of finding nothing amiss, the Doctor stood up, the last peal echoing and dying away. He scowled at the Time Rotor and growled, “What was _that_ all about? What’s the matter with you?”

**_“I needed to get your attention,”_** a soft voice murmured in his head.

“Did you have to use the Cloister Bell?” he complained. “You scared me half to death!”

_**“You would not listen to me. You were dangerously close to madness, my Thief.”** _

The Doctor scrubbed his face. “You may be right, Old Girl. As usual.” He caught a hint of a smirk in his mind. “Watch it,” he admonished. He sat down wearily on the pilot’s seat. “What do I do, eh?”

The TARDIS sent him a wave of sympathy. **_“Take a step back and breathe. Then think. What did our Fiery One say to you? You are of two minds, it is plain. She just asks that you explore your feelings before making a decision that will affect her future and yours.”_**

“What difference would it make?” he asked, gloomily. “She’s made her decision. She walked out on us. She’s gone.”

**_“Such the selective memory you have. Look into her room. Recall her words:_ _‘_** _I fully intend to come back, either to stay or to pick up the rest of my things.’_ (The TARDIS projected Donna’s voice.) **_I know our Lady’s mind, my Thief. She would not have given you hope without reason.”_**

The Doctor looked toward the hallway that led to the living quarters and sighed. His ship was right. Donna **_had_** given him that sliver of hope. But that just confused him all the more. “What does she want from me? Why is she making this so difficult?”

**_“She wants you to be SURE. She knows you feel things deeply but your life is so much larger, more complex, whereas hers is fleeting. She does not want you to live with regret.”_ **

He closed his eyes and let the TARDIS’ words wash over him. “I’m never sure of _anything_ ,” he quipped bitterly. “How can I be sure of this? More importantly, what can I do that will convince Donna that I am sure?”

The TARDIS sent a soothing, gentle breeze over her troubled Time Lord. _**“Do as she asked. Travel the Universe. Have adventures. And see if you can – OR WANT – to live without her.”**_

The Doctor chuckled ruefully. “You make it sound so easy.”

**_“It IS easy, my Thief. Just live.”_ **

The Doctor realized he really had no other alternative and accepted his ship’s assessment. “Okay, Old Girl. Let’s see where we end up next.” 

‘Next’ appeared to be an archway under a bridge on a snowy afternoon. The Doctor stepped out of the TARDIS and immediately felt his hearts lighten. Walking a few paces, he found himself in an open-air marketplace. Snow swirled joyously around him and he grinned a wide smile, taking in the sights and sounds of what he recognized as London, England.

He sauntered over to a young boy working a small stall. “You there, boy. What day is this?” he asked.

“Christmas Eve, sir,” the boy replied cheerfully.

“What year?”

The boy looked at him askance. “You thick or something?”

“Oi!” the Doctor scowled. “Just answer the question.”

“The Year of our Lord 1851, sir,” the boy recited proudly.

_‘Donna would have loved this.’_ The thought came unbidden and was quickly suppressed. “Right,” he responded, shoving the thought of his companion aside. “A bit dull,” he added with a sniff.

At that exact moment, a woman’s voice desperately filled the air with cries of _‘DOC-TOR!!’_ He looked around, trying to locate the sound. “Who, me?” he asked and, grinning madly, went haring off, following the woman’s repeated call.

He pelted down a side street and came to a halt at the sight of a dark-skinned young woman standing in front of double metal doors, which were buckling and rattling, as something growled and snarled behind them. He immediately pushed the woman behind him, assuring her with a flippant _‘I’ve got it’,_ and advising her to get away from whatever was behind those doors. He was surprised when she continued to frantically call out his name.

“No, no. I’m standing right here,” he stated, and threw in a cheery _‘Hallo”_ and a little wave. He was therefore confounded by her reply.

“Don’t be stupid,” the woman barked at him. “Who are you?!”

“I’m the Doctor,” he replied simply.

“Doctor who?” she demanded.

He stared at her. “Just the Doctor,” he stated, as he had done a thousand times before. Her reaction caught him quite unawares.

“Well, there can’t be two of ya!” When another man ran up to her, she scolded, “Where the hell have you been!?”

“Right then,” the man stated. “Don’t worry. Stand back. What have we got here then?”

The Doctor stared at the new arrival. “Hold, on, hold on. Who are you?”

The man grinned. “I’m the Doctor. Simply, the Doctor. The one, the only and the best. Rosita, give me the sonic screwdriver.”

The Doctor was stunned. “The what?” he asked incredulously.

The man went on as if he hadn’t heard the question. “Now quickly. Get back to the TARDIS.”

“Back to the what?” the Doctor asked, not believing what he was hearing.

The reply came, “If you could stand back, sir. This is a job for a Time Lord.”

This was too much. “Job for a **_WHAT_** Lord?!?!” he stammered out. Hearing the words _‘sonic screwdriver’_ , _‘TARDIS’_ , and now _‘Time Lord’_ , the Doctor quickly came to two conclusions. The first was that this must be a future version of himself – although why the man he didn’t recognize him was a mystery. The second was that this Doctor was a bit of a git. _‘Do I really sound like that?’_ he mused to himself. _‘It’s no wonder Donna’s always on about my attitude.’_

He didn’t have time to ponder what was really happening, for at that moment, the metal doors in front of them burst open and some _thing_ charged at them. It looked like a large animal –dog, cat, the Doctor couldn’t tell exactly – with the face of a **_Cyberman_**! “Oh, _that’s_ different,” he stated, as the Other Doctor said, “Oh, _that’s_ new.” And, as they both pointed their screwdrivers at it, they shouted, “ _Allons-y_!!”

The two men chased what the Doctor decided was a Cybershade and, after a harrowing escape – with Rosita’s help - from being dragged away by the beast to their probable death, they finally had time to actually talk. The Doctor discovered that the Other Doctor didn’t remember him or his past adventures, even with the Doctor going so far as to make allusions to the Weeping Angels. The man responded, saying that _‘great swathes of my life have been stolen away. When I turn to my past, there is nothing.’_

_‘Ah,’_ the Doctor thought, _‘regeneration amnesia. It’s happened before, but not quite like this.”_ Deciding that, while the Other Doctor was trying to figure things out, he wouldn’t confuse the poor man further. He introduced himself as “John Smith”.

They discussed the arrival of the Cybermen and the Doctor became increasingly convinced that there is something _off_ about the Other Doctor. The man mentioned a funeral that was about to start, declined the Doctor’s assistance and dashed off, after wishing the Doctor a Merry Christmas. The Doctor, naturally, followed at a short distance.

They arrived at a house and the Doctor goggled as he witnessed a rather disturbing conversation between the man and his companion. After watching the funeral cortege pass, the other Doctor addressed Rosita. “The late Reverend Fairchild, leaving his place of residence for the last time. God rest his soul. Now,” he turned to her, “with the house empty, I shall effect an entrance at the rear while you go back to the TARDIS. This is hardly work for a woman,” he stated flatly.

Rosita glared at him. “Oh, don’t mind me saving your life. That’s work for a woman, isn’t it?” _‘Good on her,’_ the Doctor thought. _‘Oh, Donna would have liked her.’_

The man replied condescendingly, “The Doctor’s companion does what the Doctor says. Off you go.”

The Doctor cringed. _‘This new me is not only a git, but a **chauvinistic** git!’_ he thought, and vowed to treat his future companions better. _‘If I ever have another,’_ he contemplated grimly, trying bleakly to imagine someone other than Donna on his ship. He banished the thought with a shake of his head.

After entering the Reverend’s residence – the Doctor having used his sonic screwdriver to open the front door – he began to question the Other Doctor. “This investigation of yours. What’s it about?”

The man explained that it began with the murder of Mr Jackson Lake, a professor of mathematics, who had come to London three weeks before and died a terrible death. He couldn’t be sure it had been the Cybermen, as the body was never found. Then there were more murders, and children were being abducted. The Reverend Fairchild had been found with burns to his forehead, possibly electrical burns. 

As the Doctor questioned him about these happenings, the man revealed that he felt a familiarity in the Doctor, that he knew his face but couldn’t place how. The Doctor had noticed he was wearing a fob watch and speculated that this future Doctor had – for whatever reason – made himself human, which would explain why he didn’t recognize his former self. The Doctor told him that the watch might be important, that legends told of Time Lords using similar watches to contain their memories. He looked it over, but it proved to be just a regular – and broken – timepiece.

The two men searched the late Reverend’s rooms as “Future Me” - as the Doctor finally settled on calling him in his mind (or FM in the interests of expediency) - instructed him to look for anything different, possibly metal, perhaps something organic but unlike any organism of the natural world. The Doctor used his sonic screwdriver to unlock the writing desk, explaining to the mystified FM that the sound he heard was just whistling. Another oddity about this future Doctor – he didn’t recognise the sound of the sonic.

The Doctor reached into the drawer and pulled out two metal cylinders. “Ah. Different and metal. You were right”. Holding them up he declared, “These are infostamps. I mean, at a guess. If I were you, I’d say they worked something like this.” He then pressed one end and images projected from the other. “See? Compressed information.” He went on to detail that it contained a history of London 1066 through the present. He concluded it was a Cyberdisc.

“But why would the Cybermen need something so simple?” He thought for a moment then concluded they were in the wrong century with limited power, and needed old basic infostamps to update themselves. He turned to FM who was staring down at the infostamp in his hand with a pained expression. “Are you all right?” he asked.

“I’m fine,” FM quavered, almost absently, not looking away from the tube.

The Doctor rushed over to him. “No, what is it? What’s wrong?”

FM stared at the infostamp. “I’ve seen one of these before. I was holding this device that night I lost my mind. The night I regenerated. The Cybermen, they made me change,” he cried. “My mind, my face, my whole self.” He reached out and cupped the Doctor’s cheek. “And you were there,” he croaked. “Who _are_ you?”

The Doctor gazed at him and answered sincerely, “A friend. I swear.”

“Then I beg you, John. Help me!”

The Doctor smiled. “Ah,” he replied. “Two words I never refuse.” He bounded up, back to action. “But it’s not a conversation for a dead man’s house.” Deciding they needed to return to the TARDIS – amending it to FM’s TARDIS - he stopped short, feeling the need to check the room once more before they left. “And,” he mused, “if this room’s got infostamps, maybe, just maybe, it’s got something that needs infostamping!”

He ran to a closet door and opened it, revealing a shiny silver man. “Okay!” He slammed the door shut. “I think we should run!” 

The Cyberman smashed the door open and stomped out, chanting “Delete.”

“Run, Doctor,” the Doctor cried, pulling FM up from the chair, where he had settled in his confusion. “NOW, Doctor!” He pushed him through the next door and sonicked the lock.

Unfortunately, in the hallway they were confronted by yet another Cyberman. “The Doctor will be deleted.”

The Doctor manoeuvred FM up the stairs, grabbing first an umbrella, then substituting a sword from the wall. He tried to bluff his way through but ultimately gave up and continued up the stairs, brandishing the cutlass, all the while trying to get through to the Cybermen. “I’m the Doctor. You need me. Check your memory banks. My name’s the Doctor. Leave this man alone. The Doctor is ME!” he shouted.

The Cybermen only repeated their monotonous refrain, “Delete.”

The Doctor continued to plead, “The Doctor, remember? I’m the Doctor! You need me alive! You need the Doctor, and that’s me!”

All the while, the other man has been staring, studying, the infostamp in his hand, having flashes of memory. When one in particular manifested, FM turned the end of the cylinder and pointed the beam at the two Cybermen. They shook and fell to their knees before their heads exploded.

The Doctor looked at him with glee. “Infostamp with a Cyclo-Steinham core. You ripped it open and broke the safety. Zap!” he proclaimed. “Only the Doctor would think of that.”

FM looked at him with some confusion, recalling how he had done that exact thing the last time he engaged the Cybermen. Then he turned to the Doctor and asked, puzzled, “You told them you were the Doctor. Why did you do that?”

The Doctor checked him over with his stethoscope and answered, “Oh, I was just protecting you.”

But FM became agitated. “You’re trying to take away the only thing I’ve got, like they did. They stole something so precious, but I can’t remember.” He cowered against the wall and lamented, “What happened to me? What did they do?”

The Doctor assured him, “We’ll find out. You and me together.” For a fleeting moment, the Doctor wished he had Donna by his side. She’d know the right thing to say.

They walked back to the alleyway, where they were confronted by a very frightened and very irate Rosita. She ran up to her Doctor and hugged him. After being remonstrated for her decorum, she told him, “He’s always doing this, leaving me behind. Going frantic.” The Doctor heard an echo of another strong woman’s voice in his head, issuing the same complaint. He pushed it aside with a mental sigh.

They continued on to some stables, where FM had set up his quarters. “A temporary base,” he told the Doctor, “until we rout the enemy.” He proceeded to explain to Rosita what had happened and what they had learned.

The Doctor meanwhile looked around, taking a particular interest in the piles of luggage. FM explained it was evidence, the property of Jackson Lake, the first man to be murdered. Rosita watched him as he sonicked one suitcase, and remonstrated him. “That’s another man’s property,” she complained.

“Well, a dead man’s,” he clarified. “How did you two meet, then?” he asked, as he continued to rummage through the case.

“He saved my life,” she explained. “Late one night, by the Osterman’s Wharf, this creature came out of the shadows. A man made of metal. I thought I was going to die. And then, there he was. The Doctor.” She paused and looked at the Doctor, pleading. “Can you help him, sir? He has such terrible dreams. Wakes at night in such a state of terror.”

FM walked over and calmly stated, “Come now, Rosita. With all the things a Time Lord has seen, everything he’s lost, he may surely have bad dreams.”

The Doctor gazed at him knowingly. “Yeah,” he agreed, the memory of his most recent loss still burning in his brain. He turned back to the case, and discovered Jackson Lake had an infostamp. Deciding the best place to analyse this find would be FM’s TARDIS, they left the stable and entered a wide courtyard. What he found there even the Doctor could not have predicted.

There, in the courtyard was a large blue Mongolfier.

The Doctor stared. “You’ve got a … balloon,” he observed, astonished and a little confused.

FM grinned proudly. “TARDIS,” he corrected. “T.A.R.D.I.S. It stands for Tethered Aerial Release Developed In Style. Do you see?”

“I do now,” the Doctor replied, pulling at his ear in amusement.

They discussed the TARDIS for a few moments, with Jackson informing the Doctor that it is inflated by the Mutton Street Gasworks to whom he paid a modest fee. A young man named Jed assisted, keeping the balloon in top condition. Jed remarked to FM that perhaps tonight would be the night. When questioned, the Doctor learned that, for all his bravado, FM has never actually been up in the balloon. Rosita informed him that, while FM dreamt of leaving, he never had. FM explained that he could depart once London is safe.

He turned to the Doctor and beamed, “And finally, when I’m up there. Think of it, John. Time and the space.”

“The perfect escape,” the Doctor observed. “Do you ever wonder what you are escaping from?”

FM replied, staring straight ahead. “With every moment.”

“Then do you want me to tell you?” the Doctor asked quietly. FM turned to stare at him. “Because I think I’ve worked it out now. How you became the Doctor. What do you think? Do you want to know?” He desperately wished Donna were there: she would know exactly how to give the information in the kindest way possible.

The three returned to the stables, where the Doctor, seated on the stack of luggage, explained to the other man and Rosita the history of the Cybermen; how they were fought and beaten not too far from where they were sitting but refrained from explaining that it happened in his past and their future; how they were sent into a howling wilderness called The Void to be locked inside forever, but how a great battle rose up and everything inside The Void perished. He speculated that, as the walls of the world weakened, the last of them must have fallen through the dimensions, back in time, to land here.

“And they found you,” he concluded.

“I fought them, I know that. But what happened?” the other man asked.

The Doctor calmly continued, “At the same time, another man came to London. Mister Jackson Lake. Plenty of luggage, money in his pocket. Maybe coming to town for the winter season, I don’t know. But he found the Cybermen too. And just like you, **_exactly_** like you, he took hold of an infostamp.”

“But he’s dead,” FM protested. “Jackson Lake is dead. The Cybermen murdered him.”

The Doctor mused. “You said no body was ever found. And you kept all his suitcases, but you could never bring yourself to open them. I told you the answer was in the fob watch. Can I see?” FM handed it over and the Doctor examined it. “L.J,” he read on the case. “The watch is Jackson Lake’s.”

Rosita caught on quickly. “Jackson Lake is you, sir.”

Jackson Lake protested. “But I’m the Doctor.”

“You _became_ the Doctor,” the Doctor explained, ‘because the infostamp you picked up was a book about one particular man.” He pressed the button and activated the devise. Projected on the wall were faces. “The Cyrbermen’s database. Stolen from the Daleks inside The Void, I’d say, but it’s everything you could want to know about the Doctor.”

When the image ended with a tenth face, Jackson whispered, “That’s you.”

The Doctor gave him a lopsided grin. “Time Lord, TARDIS, enemy of the Cybermen. The one and only.” Seeing Jackson burying his face in his hands, he explained, “You see, the infostamp must have backfired. Streamed all that information about me right inside your head.”

Images of that night, the transferring of information, the face of this Doctor, flashed in his mind. “I am nothing but a lie,” he concluded, miserably.

The Doctor immediately countered. “No, no, no, no, no! Infostamps are just facts and figures,” he insisted. “All that bravery. Saving Rosita, defending London town, hmm? And the invention. Building a TARDIS. That’s all you!”

Jackson knew the Doctor was leaving something out. The memories were unclear but the feeling was there. “And what else?” he demanded. “Tell me what else.”

“There’s still something missing, isn’t there?’

“I demand you tell me, sir! Tell me what they took!!” he begged.

The Doctor quietly but sincerely stated, “Sorry. Really, I am so sorry, but that’s an awful lot of luggage for one man. Because an infostamp is plain technology. It’s not enough to make a man lose his mind. What you suffered was a fugue. A fugue state, where the mind just runs away because it can’t bear to look back. You wanted to become someone else, because Jackson Lake had lost so much.”

As the Doctor spoke, Jackson had begun to recall his missing memories. The church bell tolled Midnight on Christmas Day, and he stared at nothing, uttering, “I remember. Oh, my God!” A flash of memory, a Cyberman attacking his wife, filled his mind. “Caroline. They killed my wife. They killed her.” He buried his face in his hands and cried.

Suddenly, the quiet of the stables was broken. The infostamp in the Doctor’s hand was emitting series of beeps. He looked around and discovered a trunk containing what looked like a bandolier. Lifting it up, the Doctor declared, “Oh, you found a whole cache of infostamps!”

Rosita asked, “But what is it? What’s that noise?”

The Doctor looked around and realized, “Activation. A call to arms. The Cybermen are moving!” He ran outside and down the alleyway to the street. There he saw shadows of figures on the wall. Rosita joined him, having been urged by Jackson to help him. Seeing a long line of children of all ages marching down the street, she is confused, as she identified the figures as Mister Cole, Master of the Hazel Street Workhouse.

“Maybe he’s taking them to prayers,” she offered, uncertainly.

“Oh, nothing as holy as that,” countered the Doctor. He ran up to the adult and inquired, “Can you hear me? Hello? No? Mister Cole, you seem to have something in your ear.” He pulls out his sonic screwdriver. “Now, this might hurt a bit, but if I can just…” He was interrupted by the growl of a Cybershade. “Ah, they’re on guard. Can’t risk a fight. Not with the children.”

Jackson’s assistant Jed – the one who helped with the “TARDIS” – remarked that there were a lot more children from the Ingleby Workhouse down Broadback Lane. The Doctor and Rosita ran to that location, and witnessed hundreds of children being force-marched through large double doors by two Cybermen, while Cybershades prevented any of the children from escaping. Rosita explained that was the door to the sluice and that the sewage ran through there to the Thames. The Doctor decided it was too well guarded and they should try another way.

They were soon discovered by two other Cybermen, who were joined by a dark-haired woman in a bright scarlet dress. The Doctor tried to entice her to move toward him calmly, hoping to save her from the Cybermen. She assured him her “fine boys” would not hurt her, that they were literally her knights in shining armour. He concluded that she had only been partially converted but still had free will, and he pleaded with her to step away.

“There has been no conversion, sir” the woman told him. “No one’s ever been able to change my mind. They Cybermen offered me the one thing I wanted. Liberation.” When Rosita asked who she was, she hushed her with a vulgar remark about her station. “More importantly,” the woman continued, “who are you, sir, with such intimate knowledge of my companions?”

“I’m the Doctor,” he replied. One of the Cybermen countered that he did not match their image of the Doctor. “Yeah, that’s because your database got corrupted.” He reached into his pocket. “Oh, look, look, look. Check this. The Doctor’s infostamp.” He tossed it over to the Cyberman. “Plug it in. Go on. Download.” When the Cyberman stated that the core was corrupted and would damage the Cyberunits, he just shrugged. “Oh, well. Nice try.”

The Cyberman repaired the infostamp and plugged it into its chest. “You are the Doctor,” it confirmed. “You will be deleted.”

The Doctor quickly backpedalled and sputtered, “No, no. Oh, but let me die happy. Tell me, what do you need those children for?”

The woman smugly replied, “What are children ever needed for? They are a workforce.” When the Doctor questioned what for, she stated, “Very soon now, the whole Empire will see. And they will bow down in worship.”

“And it’s all been timed for Christmas Day. Was that your idea, Miss…?” he inquired.

“Hardigan,” she answered. “And yes. The perfect day for a birth, with a new message for the people. Only this time, it won’t be the words of a man,” she smirked. At the Doctor’s question, she continued, “A birth, and a death. Namely, yours. Thank you, Doctor. I’m glad to have been part of your very last conversation,” she said condescendingly. Turning her head, she addressed the Cybermen who flanked her. “Now,” she instructed them dryly, “delete them.”

The Cybermen stomped forward to fulfil her command, but suddenly, lightning flashes around their heads and they collapsed. Behind them was Jackson Lake, wearing the bandolier of infostamps and brandishing the one he used to deactivate the creatures. “At your service, Doctor,” he announced, standing proudly.

Miss Hartigan called for the Cybershades, and the Doctor, Rosita and Jackson began to run. “One last thing,” Rosita said, turning back for a moment. She caught Miss Hartigan with a great right hook, felling her.

The Doctor told her, with a twinkle in his eye, “Can I say, I completely disapprove. Come on,” all the while thinking to himself how that was exactly the sort of thing Donna would have done and feeling rather proud of the woman.

As the Cybershades swarmed to their mistress, she stood and waved them off. She was tired of waiting. Things would come to a head that night.

As the three huddled in the alleyway, they discussed their options. The Doctor told them he needed to get into the stronghold by the river. Jackson replied that some of his memory has returned and that he found deeds to a house on Latimer Street. He speculated that he must have discovered the Cybermen in the cellar, but still felt that there was something else in that room, something that might help them defeat the invaders.

They ran off to Latimer Street but found a Cyberman standing guard in the cellar. Jackson zapped him with another infostamp, as the Doctor dashed over to a complex device in the centre of the room.

“It must have been guarding _this_ ,” he speculated, kneeling down next to the device. “A Dimension Vault. Stolen from the Daleks again. That’s how the Cybermen travelled through time.” He turned and asked, “Jackson, is this it? The thing you couldn’t remember?”

“I don’t think so,” Jackson mused. “I just can’t see. It’s like it’s hidden.”

The Doctor fiddled with the device. “Not enough power. Come on,” he urged, as he stood and scampered off. “Avanti!” _“Avanti?”_ he thought. _“Where did **that** come from? Lucky Donna didn’t hear that. She’d never let me hear the end of it.”_

As they navigated the sewers, Rosita had the courage to ask, “What do the Cybermen want?”

“They want us,” he informed her. “That’s what the Cybermen are. Human beings with their brains put into metal shells. They want every living thing to be like them.”

The sewers led them to a warehouse where, from the opening high in the wall, they observed hundreds of children. Children were everywhere, turning capstans and wheels, stoking fires, and carrying boxes in heat and smoke. The three stare, trying to understand what they were seeing. “What is it?” Rosita asked.

“It’s an engine,” he marvelled. “They’re generating electricity. But what for?”

“We can set them free,” declared Jackson, and he stood to go forward. But the Doctor stopped him, and turned back down the sewer.

The Doctor ran to the Dimension Vault, throwing on his glasses, and Jackson and Rosita followed. “Power at ninety percent,” the Doctor observed. “But if we stop the engine, the power dies down, the Cybermen’ll come running. Oooo!” he exclaimed, rapping the device with his knuckles. “Hold on. Power fluctuation. That’s not meant to happen.” 

“It’s going wrong,” Jackson stated.

“No, it’s weird,” the Doctor mused. “The software’s rewriting itself. It’s changing!”

While the trio had been fighting off Cybermen and traipsing the length of the sewers, significant events had been unfolding. Miss Mercy Hartigan, the unpleasant woman they had encountered outside the factory, was the matron of St Joseph’s Workhouse, a job she despised almost as much as she loathed the dismissive way she was treated simply because of her gender. Having met the Cybermen sometime earlier, she agreed to assist them in their mission to conquer Victorian Britain and, ultimately, the world. All she asked was that she be heralded for her accomplishments once their goals were achieved.

The Cybermen, as the Doctor had discovered, had used technology stolen from the Daleks to travel through time and dimensions. Their plan was to convert all of the humans and create a CyberKing to rule them all. She “introduced” the other workhouse masters to the Cybermen, who subjugated them using earpieces that robbed them of any conscious thought. They then forced all of the children in their care to work in the factory, building and maintaining the engine the Doctor has discovered.

After meeting him, Miss Hartigan informed the CyberLeader that the Doctor would intervene and disrupt their plans. It was decided that the Ascension of the CyberKing should take place immediately. After dispensing with the other workhouse men, she was taken to an area with a drawbridge leading to a large chair bedecked with silver machinery, flanked by two Cybermen.

“Oh, that is magnificent,” Mercy marvelled. “That is royalty, indeed. And that is quite a throne.” She turned to the CyberLeader. “Oh, you will look resplendent.”

“The chair you designate as throne is not intended for me,” the silver man responded. “My function is to serve the CyberKing, not to become the CyberKing.”

“Then who sits there?” she asked innocently.

He turned purposefully to her. It took her but a moment to understand the implication of his simple movement. She began to splutter, “No! Now, just. I think if you remember correctly you said I was to be heralded!” she demanded.

Showing no emotion, the CyberLeader intoned, “All hail the CyberKing.” And the gathered Cybermen repeated, “All hail the CyberKing.”

“But you promised me,” she accused. “You said I would never be converted!”

The CyberLeader stated simply, “That was designated a lie.” Mercy was dragged to the throne – an electric chair in reality – and secured tightly. She protested that this wasn’t necessary, that she would have served them anyway. The CyberLeader informed her that her mind was riven with anger, abuse and revenge, which had no place in a Cybermind. Having been tortured by emotions all her life, she would be set free. “This is your liberation,” he told her.

As a brass helmet-like contraption descended and settled on her head, she screamed, “Oh, for the love of God, have you no pity?”

“Correct,” was the emotionless reply.

Electricity danced around the metal helmet and Mercy jerked in the chair. After a few moments, it ceased and she slumped to one side. The CyberLeader declared, “A CyberKing is born,” and the other Cybermen crossed their chests with their closed fist in salute and replied, “All hair the CyberKing.”

Mercy slowly raised her head and opened her eyes. They were completely black. As the Cybermen stood, she began to speak, her voice mechanically tinged but not without emotion. “I can see the stars, the worlds beyond, the Vortex of Time itself, and the whole of infinity. Oh, but this is glorious.” When the CyberLeader objected, stating that it was incorrect, that glorious was an emotional response, she asserted, “Exactly. There is so much joy in this machine.”

“Joy is not acceptable,” the CyberLeader challenged.

“Do you not see?” Mercy retorted with a touch of glee. “My mind is stronger than you ever thought. It dominates, sir. It dominates _you_!”

“Alert,” the CyberLeader stated mechanically, opening and closing its fists, an action mimicked in the rank of Cybermen behind him. “You are operating beyond the standard parameters.”

“I am new!” Mercy boasted. “The might of your technology combined with my own imagination. Yes!” she exclaimed. “There will be a _new_ race of Cybermen. **_MY_** Cybermen. Logic and strength combined with fury and passion!”

The CyberLeader declared, “Diagnosis, system failure. You will be removed from the processor.”

He took one step forward, and a beam of electricity shot out from Mercy’s Cyberhelmet and the CyberLeader exploded. She was now the CyberKing, and in command of all of the Cybermen.

At that moment, back in the stables, the Dimension Vault shot out sparks. The Doctor jumped back. “Whoa!” he exclaimed. “What the hell’s happening? It’s out of control!”

“It’s accelerating,” Jackson observed and counted down, “Ninety six percent. Ninety seven.”

“When it reaches a hundred, what about the children?” Rosita asked.

“They’re disposable,” the Doctor confirmed. “Come on!” And he raced out of the cellar.

In the factory, the energy levels reached one hundred percent and the Cybermen concluded that it was time to delete the workforce. A klaxon sounded and the children looked around in alarm. Cybermen began to move among them chanting, _“Delete, delete.”_

The Doctor ran in as Jackson and Rosita shot infostamps at the Cybermen. He shouted, “Right. Now, all of you out! Do you hear me? That’s an order!! Every single one of you, RUN!!” Jackson joined his voice with the Doctor’s encouraging the children to move quickly. The Doctor instructed Rosita to take them out of the sluice gate and to keep running.

As the children streamed out into the city, the Doctor tried to figure out what the engine had been built for. While he was perusing what he termed a “starter motor”, Jackson watched as a line of boys ran past him. Memories flashed and he heard a cry in his mind: _“Help! Father! Father! FA-THER!!”_ and remembered a Cyberman carrying someone. Looking up, he saw a small boy on the highest platform, standing at the edge, eyes wide with terror.

“That’s my son. My son,” he whispered then shouted, “Doctor! My SON!!” When the Doctor ran to him, he continued, words coming out in a rush. “They took my son.” Jackson looked up and the Doctor’s eyes followed. “No wonder my mind escaped. Those damned Cybermen, they took my child! But he’s alive, Doctor.” He pointed. “Frederick!”

The Doctor ran over to the base of the scaffolding. “Come on,” he called out to the frightened child.

“No,” Jackson countered. “He’s too scared. Stay there,” he called to his son. “Don’t move! I’m coming!” But an explosion from underneath the platform knocked him down. The Doctor ran over and picked him up. “I can’t get up there. Fred!”

“They finished with the motor,” the Doctor observed. “It’s going to blow up.”

“What are we going to do, Doctor,” Jackson entreated. “What are we going to do?!”

The Doctor drew the cutlass he had brandished in the Reverend’s house. “Come on Jackson.” He grabbed hold of a rope dangling from the roof. “You know me.” And cut it with one swing of the cutlass. He rapidly ascended and landed on the platform in front of the petrified boy. “Whoa! That’s it!” he exclaimed, running over and taking hold of the boy. “Hello,” he greeted Frederick cheerfully. “Now, hold on tight. Don’t let go.” 

The boy clung to the Doctor’s back as he used the rope to swing across the room, narrowly avoiding another explosion.

Jackson stood, waiting in fear for his son’s life. Then through the smoke from the fires and explosions, two figures emerged. The Doctor raced across the small platform and down the stairs, and handed the boy to his relieved and joyful father. “Merry Christmas,” the Doctor beamed. Jackson and Frederick hugged each other as if they would never let go.

The three dodged fire and explosions, but eventually reached Jackson’s house. The Doctor advised Jackson to head for the street. But before he left, the Doctor removed a long thin piece from the top of the Dimension Vault. “Gotcha!” he cried, and hurried after Jackson and Frederick.

Outside, Rosita had been instructing the children to go to St Stephen’s and ask for the Warden. The children ran off and she headed back toward the factory where she left the Doctor and Jackson. Before she went very far, a man ran by, babbling hysterically “It’s under the water! There’s something in the Thames!!”

She turned toward the river and stood frightened but amazed, as she watched a giant Cyberman rose up from the water. It grew larger and larger, and where its mouth should have been was Mercy Hartigan on her throne, flanked by her Cybermen. It towered over London, and Mercy spoke, her voice loud and authoritative.

“Behold,” she declared, as the population looked up in confusion. “I am risen. Witness me, mankind, as CyberKing of all.”

The Doctor and Jackson, with Frederick in his arms, reached the street, and gaped at the colossal machine. “It’s a CyberKing!” the Doctor gasped, his eyes wide.

“And a CyberKing is what?” Jackson asked.

“It’s a ship,” the Doctor explained hurriedly. “Dreadnaught class. Front line of an invasion. And inside the chest, a Cyberfactory, ready to convert millions.”

Mercy continued her pronouncement. “And I will walk. I will stride across this tiny little world.” Her words were borne out as the giant’s feet crushed buildings and people. It strode forth, just missing St Paul’s Cathedral. People screamed and ran. “My people,” she spoke, confusion in her voice. “Why do they not rejoice?”

The three turn down an alleyway. “Just head south,” the Doctor instructed Jackson. “Take him south. Go to the parkland.”

Jackson objected. “But where are you going?”

“To stop that thing.”

“But I should go with you,” Jackson retorted.

“Jackson, you’ve got your son,” the Doctor insisted. You’ve got a reason to live.” A brief flash of ginger appeared unbidden in his memory, and he pushed it aside, unwilling to let it distract him.

“And you haven’t?” The Doctor just stared at him, his eyes stern but sad. “God save you, Doctor,” Jackson acquiesced. Father and son headed south.

The Doctor ran back to the stables and began to rummage through Jackson’s luggage. He started when a frightened voice asked, “What the hell is that thing, sir?”

The Doctor wheeled toward the voice and found the young man who assisted Jackson with his “TARDIS”. “Oh, good man!” the Doctor shouted. “Jed, wasn’t it? Jed, I need your help!” And he continued to pull things out of the suitcases.

“I’m not going out there!” the boy exclaimed.

Putting on the bandolier of infostamps, the Doctor enticed with “I’ll give you five pound notes.”

Jed hesitated for a few seconds, clearly uneasy, but finally replied, “All right. What do you want me to do?”

The Doctor turned and ran, exclaiming, “The TARDIS is gonna fly!”

Mercy/The CyberKing continued to pontificate. “People of the world, now hear me. Your governments will surrender. And if not, then behold my power!” And with that, the CyberKing’s arms turned into cannons and began to blast the city indiscriminately.

The Doctor ran out into the yard where Jackson’s TARDIS was tethered, and, handing Jed the piece of the Dimension Vault he has been carrying, climbed into the basket. Jed protested, “You’re flamin’ bonkers, sir!”

“It’s been said before. Now gimme.” Jed passed the metal rod back to him. He shook it in frustration. “Not enough power! Come on!” He turned to the young man. “Jed, let her loose!”

Jed untied the balloon and asked as he worked, “Every flown one of these before?” At the Doctor’s negative response, he asked, a little cheekily, “Can I have my money now?”

“Oh, get on with it!” the Doctor ordered, as he pulled the tether-ropes into the basket.

The balloon began to rise and Jed called out, laughing, “Good luck to you, sir!”

Out on the street, Jackson, Frederick and Rosita looked up and saw the balloon floating in the sky. He stared in amazement. “It’s the TARDIS,” he breathed. “She’s flying.” They watched as the Doctor threw out sandbags and a picnic basket to lighten the load. When questioned by a passerby, Jackson informed him proudly, “His name, sir, is the Doctor.”

In the CyberKing, a Cyberman reported a proximity alert. Mercy asked, “How is that even possible? Oh, this I would see. TURN!’ she commanded. The gigantic mechanism manoeuvred itself to face the balloon, which by now was on a level with the throne room in the mouth of the machine.

“Excellent,” she sneered, seeing who her opponent was. “The Doctor. Yet another man come to assert himself against me in the night.”

“Miss Hartigan,” the Doctor called out to her. “I am offering you a choice. You might have the most remarkable mind this world has ever seen. Strong enough to control the Cybermen themselves.”

“I don’t need you to sanction me,” she stated.

“No,” he conceded. “But such a mind deserves to live.” He pleaded with her. “The Cybermen came to this world using a Dimension Vault. I can use that device to find you a home, with no people to convert, but a new world where you can live out your mechanical life in peace.”

“I have the world below, and it is abundant with so many minds ready to become extensions of me. Why would I leave this place?” she demanded.

The Doctor hated what he had to say next. “Because, if you don’t, I’ll have to stop you.”

“What do you make of me, sir? And idiot?” she snarled.

“No,” he replied in a deceptively quiet tone. “The question is, what do you make of me?”

She paused for a moment, and then saw the Doctor raise the infostamps that he had wrapped around his right wrist. “Destroy him!” she commanded.

“You make me into _this_ ,” the Doctor said sadly, and unleashed the array of infostamps directly at the helmet on Mercy’s head. Electricity crackled around the helmet and the mechanism around her throne.

When the rays subsided, Mercy mocked him. “Then I have made you a failure. Your weapons are useless, sir,” she derided.

“I wasn’t trying to kill you,” he explained. “All I did was break the Cyber-connection, leaving your mind open. Open, I think, for the first time in far too many years.” He noticed that Mercy’s eyes had returned to their natural colour, and the Cybermen were turning toward her. “So you can see. Just look at yourself. Look at what you’ve done.” As she glanced this way and that, her breath coming is small gasps, he concluded, “I’m sorry, Miss Hartigan, but look at what you’ve become.” He added softly, “I’m so sorry.”

Mercy looked around her frantically, screaming, realizing she was shackled to the electric chair. She screamed louder and more forcefully, and electricity danced around her, the chair, and all the Cybermen. Fires erupted around the throne room, as the Cybermen exploded. Mercy vanished.

The CyberKing began to sway, and explosions rocked it in many places. The people below had been watching, and Jackson crowed, “He’s killed it! Whatever he did, he’s killed it!” 

“But it’s going to fall!” the ever-practical Rosita cried, and everyone ran in a panic.

In the balloon, the piece of the Dimension Vault that the Doctor had brought with him began to beep. “Ooo, _now_ you’re ready.” He aimed it at the CyberKing.

Swirls of energy enveloped the machine and caught it as it fell. The energy pulsed around it, and gradually, the CyberKing vanished. The Doctor stared at the empty space, relieved that the crisis was over, but something bothered him on an instinctive level. He pushed aside the regret that there was no one to give him a congratulatory hug at his accomplishment.

On the ground, as the crowd watched, Jackson explained what happened. “Well, I’d say he used that Dimension Vault to transfer the wreckage of the CyberKing into the Time Vortex, there to be harmlessly disintgrated.” He laughed, surprised at himself. “Oh, I’ve picked up a lot!” He put Frederick down and scaled a nearby lamppost.

“Ah but here, ladies and gentlemen,” he called to the crowd. “I know that man, that Doctor on high. And I know he has done this deed a thousand times. But not once. No, sir, not once, not ever, has he ever been thanked. But no more. For I say to you, on this Christmas morn, bravo, sir! Bravo, bravo, bravo!” And the crowd cheered and clapped with great enthusiasm.

The Doctor waved as he soared overhead ringing the balloon’s bell, and smiled wistfully, again wishing someone else had witnessed this.

Later, as they walked the street in the lightly-falling snow, Jackson turned to the Doctor. “The city will recover, as London always does. Though the events of today will be history, spoken of for years to come.”

The Doctor responded noncommittally, “Yeah. Funny that.”

“And a new history begins for me,” Jackson continued. “I find myself a widower, but with my son and a good friend.”

The Doctor nodded as they both looked back at Rosita and Frederick. “Now, take care of that one,” he advised him. “She’s marvellous.” He thought for a second how much Donna would have approved of the young woman.

“Frederick will need a nursemaid, and I can think of none better,” Jackson agreed. “But you’re welcome to join us. We thought we might all dine at the Traveller’s Halt. A Christmas feast in celebration and in memory of those we have lost.” The two men stared at each other in silence. “You won’t stay?” he asked, already knowing the answer.

“Like I said,” the Doctor replied with a lopsided grin, “you know me.” He turned and walked toward the alley.

Jackson followed. “No, I don’t think anyone does.” He spied a large blue box at the end of the alley. “Oh!” he exclaimed, running over to the TARDIS. “And this is it! Oh! Oh, if I might, Doctor. One last adventure?”

The Doctor grinned as he unlocked the door. “Oh, be my guest.” He pushed the door open.

Jackson entered the TARDIS and was awed and overwhelmed, as most people were upon entering for the first time. He walked around the console and muttered, “Oh. Oh my word. Oh. Oh, goodness me.” He laughed. “Well. But this is, but this is nonsense!”

The Doctor looked on amused. “Well, that’s one word for it.”

“Complete and utter wonderful nonsense. How very, very silly. Oh, no!” he cried, and ran for the door. “I can’t bear it. Oh, it’s causing my head to ache. No. No, no, no, no. no. no!” He exited the TARDIS in a rush. “Oh! Oh, gracious,” he stammered. “That is quite enough.” He paused and looked at the Doctor. “I take it this is goodbye?”

The Doctor shrugged. “Onwards and upwards.”

“Tell me one thing. All those facts and figures I saw of the Doctor’s life, you were never alone. All those bright and shiny companions? But not anymore?” Jackson asked.

The Doctor’s eye grew sad. “No,” he replied simply.

“Might I ask why not?”

“They leave,” the Doctor stated. “Because they should. Or they find someone else.” He took a deep breath. “And some of them, some of them I drive away.” A sharp pain pierced his chest. “I suppose, in the end,” he paused as he was overcome with emotion. “They break my hearts,” he finished, his voice breaking slightly.

Jackson watched as the Doctor gave his answer. “This last one. It has affected you more than the others. Is there no possibility of reconciliation, no way of mending the hurts?”

The Doctor swallowed back his grief. He sighed. “It’s complicated.”

“Ah,” Jackson conceded. “But all relationships are complicated. They would be of no value if they were not.” He put his hand on the Doctor’s shoulder. “I saw you with your companions. Can you deny that you enjoyed travelling with them? That in some cases, you needed them?” He gazed intently at the Doctor’s eyes as he said his piece. “I can see my words hit the mark. Is your life not better for having her in it?”

The Doctor closed his eyes at these words. “That’s exactly the trouble. I don’t know what I want. Well, I _know_ but I’m not sure I should.” He shook his head and looked at Jackson. “You’ve seen my history. You know what the life of a Time Lord is. I’m not sure I have the right to subject anyone to that.”

“What does the lady think?” Jackson asked quietly.

The Doctor gave a short derisive laugh. “She doesn’t understand. She thinks I’m being evasive, trying to put her off. That I think she’s less important than me. But I am just trying to protect her.” He looked away. “And there’s another consideration. How can I, the last of the Time Lords, uphold my duty to protect the Universe, if my focus is divided? I don’t know if I can protect everyone if I am too worried about protecting **_her_**!”

Jackson nodded, understanding this situation now. “You must reconcile your own mind. Decide what you can live with, and what you are able to let go.”

The Doctor winced to hear Donna’s words spoken by another. “That’s what I am trying to do,” he sighed.

Jackson smiled. “This cannot be taken lightly, my friend. You must make a choice.” The Doctor gave him a sad smile but said nothing.

Stepping back, Jackson chose to break the mood. “That offer of Christmas dinner. It’s no longer a request. It is a demand.” He smiled.

The Doctor returned the smile, but it never quite reached his eyes. “In memory of those we lost.” He sputtered a moment and then added, “Oh, go on then.”

Jackson brightened. “Really?”

“Just this once,” the Doctor answered. “You’ve actually gone and changed my mind. Not many people can do that.” An image of Pompeii flashed in his memory. He stepped forward. “Jackson,” he declared proudly, “if anyone had to be the Doctor, I’m glad it was you.”

“The feast awaits. Come with me. Walk this way,” Jackson said.

The Doctor closed the TARDIS door firmly. “I certainly will.” The two walked out together into the city, snow gently falling around them. “Merry Christmas to you, Jackson.”

“Merry Christmas indeed, Doctor,” Jackson answered.

Later than night, walking back to the TARDIS, the Doctor reflected on the events of the last two days. _“Was it only two days?!”_ he asked himself in disbelief. The conversation with Jackson Lake before dinner continued to burn in his mind. He _did_ have to make a choice. But he was still confused as to what that choice should be.

He unlocked the TARDIS door, absent-mindedly tossed his duster over a coral strut, and wandered around the console, his fingers brushing the controls but making no move to set coordinates. He gradually walked out of the room and into the galley, thinking a cup of tea might settle his thoughts. _‘Superheated infusion of free radicals and tannin. Just the thing for healing the synapses.’_ This made him smile, recalling a happier time. But his pleasure quickly evaporated when he noticed the tin of biscuits sitting on the table - _‘Donna’s favourites,’_ he remembered, and he was brought back to the reality of his solitary existence. Tea held no joy for him, and he left the galley.

The TARDIS watched her Time Lord prowl the ship and she couldn’t remain silent. _**“Why are you so unhappy, My Thief? Did you not have a grand adventure?”**_

He flung himself down on the sofa in the lounge. “Grand adventure?” he sighed. “I suppose it was. Fought a CyberKing. That was new.” He slumped further down on the seat.

**_“You saved your favourite planet yet again,”_** She remarked. **_“Isn’t that cause for celebration, rather than misery?”_**

“It’s not that,” he protested. He shifted his position and promptly stood up with a cry, flinging something he had just sat upon across the room. “It’s **_THAT_**!!” he shouted, pointing to the book that landed with a thud on the floor. It was the book that Donna had been reading the last time they relaxed in the lounge. “You told me to go out, have adventures. Well, I did.” He paused. “And everywhere I looked, everything I did, reminded me of _her_.” He threw himself back down onto the sofa, deflated. “How can I get over her, if I am constantly reminded of her?”

The TARDIS sent a wave of soothing energy to wash over his synapses. She could see him slowly relax and then ventured to say, _**“Is that what you want? To ‘GET OVER’ her?”**_

Jackson had asked the same question. He buried his face in his hands and stayed that way for a few moments. Then he scrubbed his tear-stained face, sat up and sighed. “That’s the problem, isn’t it?” he confessed. “I don’t know. I’m _still_ not sure. My hearts are aching for her. But my mind and my Time Lord sense of responsibility are convinced it would be a mistake. I can’t reconcile the two sides, and it’s killing me!”

His ship chuckled. _**“Being a bit dramatic, aren’t you, Thief?”**_ He glared around the room at her. _**“I think you need to keep looking. Perhaps another adventure.”**_

He was silent for so long that the TARDIS was afraid she had pushed too far. After a while, he stood up, pulled down his jacket and straightened his tie. “Maybe you’re right. Try again, eh? Another solo adventure, just me, myself and I.” Running out toward the control room, he shouted at his ship, “But not another Christmas!”


End file.
